Code: Going Ghost
by Lord Maximus
Summary: Danny Phantom meets Code Lyoko. After an accident with Technus the Lyoko gang and Danny must work together and save Amity Park and the world from Xana and
1. Virtulization

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Prologue 

Spoiler

The people of the world always sleep under the soft darkness of the night, however not everyone is blessed with that privilege. Not when they are threatened by ghosts and an evil demonic artificial intelligence. Five kids who go to a boarding school in France and one kid who has become a half ghost are all that stand between these monsters and total world destruction. Recently due to an accident involving a ghost known as Technus appearing among one of many 'Replicas' created by the demonic AI known as Xana after the destruction of Lyoko the four virtual warriors along with their genius friend meet the Ghost Boy known as Danny Phantom.

Is it good or bad that they meet?

Despite the hero's meeting thier problems have just begun. They will find out as they are always on alert and watching that the peace has not only been breached but shattered! Destroyed by the explosive fury of their enemies. It begins with a woman discovered by Danny Phantom, bound and gagged with her life only measured by the ticking of a clock counting down the last seconds before the bomb beside her detonates.

Left behind by the demonic AI known as Xana and his allies who have kidnapped her child and holding him for a ransom the scared and frightened mother could never hope to raise.

At least that is the story that the woman tells!

But as the ghost boy and the virtual warriors will find the truth to be far more insidious than they can even imagine and before their fight is over they will entangled in a plot that threatens far more than a single child. The scheme created by Xana and his allies will light up the skies of the night and leave nothing but smoldering remains of the city of Amity Park. As long as these evil monsters roam free no one is safe. Working together with the Lyoko Warriors, Ulrich, Yumi, Odd, Aelita, and Jeremy, Danny and his friends must save the city of Amity Park from impending disaster of the massive crime wave of ghosts and virus.

They will encounter ghosts, monsters, and humans possessed with great powers far greater than they can dream. Mind twisting puzzles and deadly traps will be thrown in their way to stop them but with their abilities and high tech weapons and devices they cannot be stopped. Will they succeed or is the city of Amity Park and the rest of the world of the doomed to destruction?

Characters:

**Ulrich **is the silently-strong introvert of the group. He is 13 years old, in grade 9, 5.12' and weighs 99.2 pounds. Ulrich would seem to be the bravest member of the group, willing to fight off the various creatures and humans Xana possesses and sends after them, despite the rather obvious handicap.

On Earth, Ulrich wears a jersey with a vest over it and he wears cargo pants over his legs, all varying shades of green. In the first season episode "Killer Music," the jersey is shown as a non-sleeved shirt. His shoes are white. At night, he wears a white jersey and green shorts. When he practices Pencak Silat, he wears an outfit that looks like a black tank top with black pants. He's also barefoot when wearing this outfit.

Ulrich's Lyoko attire is somewhat modeled after a samurai. The outfit comes complete with a karate headband and a katana, as well as a drawing of an Oni on the back of the vest. He wears tabi over his feet. The back of Ulrich's Lyoko ID card shows three round symbols believed to be stylized chrysanthemums, a type of Japanese flower. He gets a new outfit in the fourth season, which trades his more loose-fitting clothes for a tighter body suit. He has two swords strapped to his back, instead of just one to his side. The original sketch has some sort of tracking device over his left eye, but this is dropped in the final product in favor of the original headband.

**Jeremy** is the brains of the group and the leader of the group outside of Lyoko. He usually determines their plans before any missions to Lyoko. He is the only one (except for Aelita) that can operate the supercomputer, and is much more proficient in its use than she is. While the others head to Lyoko to fight Xana, Jeremy observes and directs them from an interface outside of Lyoko. This allows him to warn them of threats, materialize vehicles, and reload weapons in the case of Odd. His help is invaluable in their attempts to reach the towers, and their performance tends to suffer greatly without it.

**Odd** is the jokester and prankster of the group, acting less serious and more carefree than the others in any given situation. He is 13 years old, in ninth grade, 4.69' tall, and weighs 70.5 pounds.

Odd has a unique style of dress, both on Earth and Lyoko. On Earth, he wears a normal shirt and bellbottom-ish pants, both of which are different shades of purple. He wears gold shoes and a gold belt that matches the color of his hair. His hair is styled into a large point in the same fashion as his hair on Lyoko, which Odd purposefully copied after first traveling to Lyoko (when he first arrived at Kadic, his hair was originally slicked back in a neo-hippie hairstyle). He also has a purple stripe on the front of his hair (it's an actual part of his hair, as seen in both " Unchartered Territory" and "Revelation"). His night clothes, on the other hand, are red and orange. The shirt has a picture of Kiwi on it. Odd often draws a similar picture in class when he should be paying attention.

Odd's Lyoko appearance, as he describes it, is that of a "giant purple cat." Like a cat, his hands are dominated by the first four fingers. He doesn't possess a pinky on either hand. He also has claws and a purple tail to match, the latter of which Odd can control like a cat. Despite the feline-like features on his suit, there's a picture of Kiwi on his chest – the same one seen on his night shirt. In addition, on the cuffs of his gauntlet sleeves (on the upper arm), there are small outlines of animal faces. A close inspection will reveal that one has an outline of a stereotypical cat face (large, narrow eyes on a small face with whiskers) and the other has an outline of Kiwi's face. A white arrow appears on the back of each of Odd's hands. These are the points where his Laser Arrows emerge. His ID card has a paw print on the back. In the fourth season, Odd gets an upgraded version of his regular outfit. He retains his cat-like appearance, but appears more armored and physically built than he previously did. He also gains cat ears. The original sketch has a set of three larger claws on each of his hands, but this is dropped in the final product.

Odd has a pet dog named Kiwi, which he keeps in his room against school policy. Despite the rule against dogs, most of the students know Odd has the dog. It would seem that only the teachers are unaware of Kiwi's existence. Jim seems to know (or suspects) that the dog exists, but has never been able to prove it without a return trip taking place. Odd also shares a room with Ulrich. The others have their own rooms or live at home. This occasionally results in arguments between the two on roommate-related issues.

Odd suffers from motion sickness, as shown whenever he enters Carthage via a Transport Orb. He often complains of a stomach ache or nausea as soon as he enters the arena. Oddly enough, he does not get sick in the final episode of the second season, "The Key." Odd even said so himself that he didn't understand why he didn't feel like throwing up. This is perhaps a reference to the bad feeling a person may get in their stomach right before something bad happens, but reversed because he is usually made sick upon entering the arena. He also avoided the nausea in the episodes "A Fine Mess" and "Franz Hopper," but this was because he was in Yumi's body and sent there directly, respectively. In "A Fine Mess," Yumi suffered his usual motion sickness. In the third season, Odd never suffers from this sickness

**Yumi** is the oldest member of the group, being one year older than the rest of them; her age gives her the title of the "mature" one of the group, who looks after the younger members of the team, especially Jeremy. She is 14 years old, in grade 10, 5.41' tall, and weighs 110.2 pounds.

On Earth, she wears a black turtleneck sweater that has long sleeves and exposes her lower stomach. Her hair is usually left hanging down in a cropped hairstyle. She also wears black pants, and a pair of boots. When she and Odd switch bodies, Odd comes to school wearing a different outfit consisting of black pants, a green sweater-vest with an orange shirt underneath, fingerless mesh gloves, and a fur cap with cat ears on top. Odd claims to have gotten the clothes from her closet.

In Lyoko, she has an outfit modeled after the outfits worn by geisha and oiran. Elements of both are used to make up the outfit. It comes with a short-sleeved/hemmed kimono over red tights, black thigh-length boots, red eye liner, and red blush on her cheeks, a white-painted face and neck, and some red on her lips to complete the look; in the first season a small part of her lower lip has more red than the upper lip. Her hair is bunched up into a small bun and the rest is left hanging down. Three bangs are also left hanging. Yumi's Lyoko ID card shows a stylized impression of a leafy flowering plant: a sakura, a Japanese cherry blossom. In _Garage Kids_ her kimono sleeves were longer, like that of a furisode. Concept art for the fourth season shows her wearing a form-fitting, black and red ninja-esque outfit with her hair down (like her hairstyle on Earth) instead of in a bun. She retains her dual iron fans, and her body has a bustier, sexier figure than her previous virtual incarnation.

**Aelita** was originally thought to be the sole inhabitant of the virtual world of Lyoko, aside from Xana. She's approximately 12 years old, in grade 9, 4.65' tall, and weighs 77.1 pounds. Because aging is not a factor in Lyoko, her actual age is about 22, since she was on Lyoko for a period of about ten years before her first devirtualization. Her general pattern of speech also sounds more like a young woman than a young girl, which is evident when comparing her current voice to her voice in flashbacks. As a joke aimed at her being the only inhabitant of Lyoko and having the ability to do anything to it on a whim, the other members of the group (starting with Odd) have called Aelita "Princess" on multiple occasions, even treating her like a princess some of the time.

She was originally believed to be an advanced AI within Lyoko, since she had no memory of her past and lacked the ability to dematerialize normally. The second season reveals this to be false. Aelita was actually the daughter of Franz Hopper, who built the supercomputer and created Lyoko. When the government came to arrest Franz, the two escaped to Lyoko. Upon arriving, Xana attacked them, forcing Franz to shut down the supercomputer to stop him. Aelita somehow lost her memories during this event. Franz restores her at the end of the second season, making her completely human once more, at great cost to himself. She will wear a new outfit in the fourth season, which has a pair of wings to enable flight.

**Xana** is the main antagonist of the show Code Lyoko. On Lyoko, Xana's powers are limited to materializing monsters and altering terrain. He can only alter the terrain to a limited extent, but on a much larger scale than Aelita. While Aelita has control over basically any point on Lyoko's surface, Xana's ability seems limited to pre-defined points that trigger automatically. Xana can do anything from creating a labyrinth around a tower to creating a dust storm on a desert plateau.

Through the towers on Lyoko, Xana's attacks on the real world are limited only by his imagination. His ghosts can be used for a near-limitless amount of purposes, and Xana himself can direct their actions remotely. In most of the first season and parts of the following seasons, Xana's attacks were focused on various inanimate objects, most of which were some type of electrical device. Xana has also demonstrated the ability to disrupt the fundamental forces of nature on two occasions, those forces being gravity and weather, respectively. In "Zero Gravity Zone", Xana used various capacitors scattered about the city to create a magnetic field that canceled out the gravitational pull of the Earth. In "Cold War", Xana altered the atmosphere above the city to create a snow storm, continuously decreasing the temperature in the city. These two instances are arguably the most effective attacks to date, as both were foiled mere seconds within killing one of the team's members, and only failed by a slight margin.

Xana can possess living things, but only does so regularly after the first season. The only living things Xana possesses in the first season are rats and bees, possessing a single one at first and having it spread the possession like a virus to others of its kind. After using the time travel feature of the supercomputer to greatly increase the supercomputer's power, he used this power to possess humans. When possessed, the Eye is superimposed on the person's pupils and their voice is demonically warped (apparently in the fashion of Xana's real voice as heard in "Ghost Channel"). The possession also gives its victims enhanced abilities, such as super-strength, the ability to pass through solid objects, and energy manipulation. The latter manifests in different ways depending on the person. Those possessed also tend to keep some of their original personality. This can be seen in their behavior. They often refer to taking orders from Xana and keep some of their more distinctive traits, such as Nicolas' rather strange laugh.

Aside from affecting the outside world, Xana can use his ghosts to possess the supercomputer itself, giving him access to features he otherwise can't use on his own. Through this, Xana can materialize his monsters into the real world. So far, he has done this with Kankrelats and Crabs. The latter of the two are much larger than the scanners and destroyed them upon materializing, limiting their total number to three. The Kankrelats, on the other hand, easily fit into the scanners, and a sizable army of them were created before Xana was stopped. Xana also created a duplicate of Yumi on one occasion. On one occasion, Xana takes control of the time travel feature of the supercomputer, but does not use a ghost to accomplish it. In that instance, Xana placed a virus in code downloaded from Carthage, which Jeremy unwittingly released into the main system.

Xana's most advanced ghosts are independent, not requiring a host to exist. These ghosts are known as polymorphic clones, since their main function is to assume the appearances of others. They possess every ability a possessed person does, as well as the natural morphing skills of regular ghosts. They are often used to replace various members of the group, creating confusion from within. Xana also had one impersonate an actual ghost on one occasion. Xana had damaged the tower-scanning program earlier to complete the illusion. In the episode "Revelation", a clone disguised itself as Odd and went to Lyoko. Once there, the polymorphic clone could transform itself into any member of the group, complete with their abilities and weapons.

After escaping from the supercomputer, Xana's already formidable powers are magnified. Though towers are still required to initiate the attacks, they are on a far greater scale. Instead of possessing people one at a time, Xana is capable of directly possessing mass numbers of people at once. Xana can also control a large number of single objects, such as varying types of food. By using the Scyphozoa, Xana can also transfer his viruses into those on Lyoko. He first uses this ability on Aelita in the episode "Lyoko Minus One". Using her, he then transferred the virus into the passage tower of the Forest sector. This was accomplished in the same manner as Aelita uses to shut down towers, except that the normal "Code Lyoko" is replaced with "Code Xana" ("Xana" being in red letters). Xana then deleted the sector entirely. He does the same to the other three sectors over the course of the third season and uses a possessed William Dunbar to destroy Carthage in the final episode of the season.

After using William to destroy Lyoko, Xana seems to fully possess William for use as an avatar of sorts. This more potent possession transforms William from his normal bright appearance to a much darker, Xana-themed appearance. In addition to the physical transformation, William seems to gain powers similar to Aelita, as seen in concept art for the fourth season. He is also seen trailing black flame as he walks, though whether or not this is anything more than decorative is debatable.

**William** is introduced as a new student in the second season. He was kicked out of his old school for plastering love letters all over the school. He is also an admirer of Yumi; in "Marabounta" he indicates to Ulrich that, if Ulrich does not express his feelings to Yumi sooner or later, he will pursue her romantically himself. However, he does show some respect for Yumi and Ulrich's romantic relationship, and does not intend to break them up.

Approximately Yumi's age, he has exhibited common sense and ability to take charge in dangerous situations, like in "Attack of the Zombies". His well-meaning restraint of Aelita, Jeremy, and Odd in that episode slowed the team's response to a Xana attack, however.

Quite a few episodes have proven that William is usually a very kind hearted person, but he can be quite mean when he needs (or wants) to be. For example, he goads Ulrich into doing something he obviously didn't want to do (rock climbing) in the episode "Vertigo". On the other hand, William invited Ulrich to join his go-kart club in "A Bad Turn" after Ulrich turned out to be a decent driver during the school's driving test.

Several episodes show various faults William has. For example, in the episode "Final Mix", it's shown that he can't dance. Later on, in the episode "Vertigo", Ulrich reveals that William has a fear of spiders. In "The Secret", William also reveals that he cannot swim, despite the fact that he can do so rather well in the second season.

In the episode "The Secret", William, fed up with Yumi's erratic behavior, decides to follow the group to the factory, where he learns about Lyoko. When asked to retrieve Yumi to help the gang he does so, but both are intercepted by a possessed worker for a building demolition company, who has set up dynamite sticks all around the factory. William succeeds in defusing the detonator for the dynamite sticks. The team then votes to see if William can become a trusted member of the group. Surprisingly, while even Ulrich agrees, Yumi votes against him due to her severe distrust of him. As expected, a return trip is used to wipe his memory. However, faced with Xana's increasing power and the loss of almost all of Lyoko in "Double Trouble", Yumi changes her mind and lets William join (a decision that Yumi later comes to regret). This proves to be a costly mistake, since William's cockiness and inexperience leads to his downfall during his first Lyoko mission. Using the Scyphozoa, Xana possesses William (who was ignorant of the Scyphozoa's purpose) and uses him to destroy Lyoko. The act of doing so transforms William into a darker, Xana-themed version of himself.

William's Lyoko attire consists of a white and blue form-fitting body suit and a zanbatō. Like Ulrich's sword, it can absorb and deflect lasers. The sword is apparently heavy enough that it can't be wielded one-handed (by unpossessed William), and its weight is great enough for its own momentum to spin William if swung hard enough. In comparison to the more subtle attack styles of the other Lyoko warriors, William merely uses brute force to destroy everything in his path. William's own battle experience is short-lived, however, since Xana possesses him shortly after his arrival.

When possessed by Xana, William can fire energy blasts from his sword (like Ulrich did in "Franz Hopper") and hover to a small degree. He can also use Ulrich's super-sprint ability, but leaves a purple trail instead of a yellow one. After Xana uses William to destroy Lyoko's core, William's color scheme is changed to an all-black outfit with red outlines. The eye of Xana also appears on both his head and chest, but not in his eyes. He will continue wearing this outfit in the fourth season, as seen in a promotional photo for the fourth season. He also retains his sword, albeit with black vines creeping up the blade from the sword's hilt much like a Lyoko tower. William can also generate a black mist similar to one of Xana's ghosts, which he is seen using to lift an unconscious Aelita.

**Danny Fenton** is a nervous, clumsy, and sometimes superficial 14-year-old boy who tries to fit in with his peers. But he is also able to transform into his ghost form (his transformation words are normally "I'm going ghost!"). Upon transformation, his normally black hair turns white, his eyes change from sky blue to ectoplasmic green, his skin changes from light to dark, and his normal attire becomes a black hazmat suit - with white boots, gloves, belt, and starting from the second season, a "D" emblem on his chest, becoming _"Danny Phantom"_.

While in his parents' laboratory, Danny Fenton had an accident involving the newly built "Fenton Portal" and his molecular structure is fused and rearranged with ectoplasm. As a result, he can transform from human to ghost at will, and he has several supernatural abilities.

**Jazz** is Danny's older sister. Being the older sister and feeling the most rational of the family, she takes it upon herself to be the "mature" figure, often criticising her parents obsession with ghosts and protecting her younger brother. Ultimately though, she means well, using her knowledge to point her parents in a more "normal" direction and keeping an overprotective eye on Danny, even if it sometimes is a constant annoyance to others.

**Jack** is obsessed with ghost-hunting. Geared up in his day glow-orange spandex jumpsuit, he jumps into action before thinking and can make a bad situation even worse. While he is an adequate fighter with great strength (due primarily to his prodigious size) and courage, he can often be clumsy and incompetent. He has a level of genius though, as well as a good amount of technical knowledge, and is able to conjure up working ghost gadgets and defense systems built all around the Fenton household. He also has a maturity and seriousness that few people recognize.

**Maddie** (short for Madeline) is an accomplished martial artist as well as marksman and technical whiz. She has a sister named Alicia who is divorced, doesn't like Jack, and lives in Arkansas (seen in "_Prisoners of Love_"). Maddie, despite her obsession with ghosts, absolutely loves her family and will do anything to defend them. Vlad Masters has been in love with her since college and is always trying to get her to leave Jack, but she always stays true to her family and defends Jack when Vlad talks him down. Danny used to be really close with Maddie when he was little and, despite not being as close to her now, still looks up to her.

**Danielle'Dani'Fenton** female clone of Danny created by Vlad, who looks to be about 12 years old. She claims to be Danny's "_third cousin once removed_." She was against Danny at first, but eventually she sided with her "cousin" after she learned that in Vlad's eyes (whom she had seen as a father), she was just another experiment- and a failed one at that even as she won't last for long as she uses up all her powers.

Dani possesses all of Danny's powers, but her unstable DNA prevents her from using them to excess (the more she uses her powers, the faster she deteriorates into ectoplasmic goo). Her suit is slightly similar to Danny's, only more feminine looking (A suit cut at the waist, with her bellybutton showing, slightly high heel boots, etc.).

At the end of "_Kindred Spirits_", she is shown flying off into the sunset vowing to return someday, now being on good terms with her "cousin". The two seem to have grown a strong bond of trust and concern for each other. This is the most important relationship for Danielle, since Danny is the only friend/family she has.

**Tucker Foley**, Danny's best friend "_since forever_". A loyal friend (usually), they share virtually anything (if not everything) with each other, including their friendship. Although Tucker is vulnerable to jealousy as seen in the episode "_What You Want_" or wanting attention as in "_King Tuck_", he always realizes in the end that he just can't let Danny down. Tucker is nicknamed the 'Techno-Geek' for his impressive knowledge of computers and gadgetry by the popular kids. He is infatuated with technology, including his PDA (which comes in handy while ghost fighting), and cannot live without it, as shown in "13", when his obsession for digital electronics proved too overpowering to allow him to change his image as "Techno-Geek".

Tucker is also constantly struggling to attract girls, most of which are considered popular, but all, especially the best-looking ones, completely ignore him. Unfortunately, he does not know when to keep his mouth shut, which gets him into trouble. He also is a carnivore, as heard in the episode "_Mystery Meat_", and has a sense of smell finely attuned to meat.

**Sam** is one of Danny's best friends. She is a goth (much to the dismay of her preppy parents and their hatred of the goth subculture). She's also an environmentally concerned vegetarian. Her parents are extremely wealthy, having inherited from a great inventor, although she keeps this a secret. According to her, she wants to earn real friends, rather than the popularity and fake friendships that come with wealth. Sam is often the most pragmatic of the group, though she does have the tendency to be bossy and a bit self righteous at times, especially when environmental causes are involved. She and Tucker are often there assisting Danny in any way they can when he is fighting ghosts, or telling his parents crazy stories to protect Danny's secret identity. It was her fault that Danny wanted to try the portal and turned into a ghost.

* * *

Lyoko 

Sometime after the destruction of Lyoko the virtual warriors received a message from Franz Hopper who gave them the blue prints to Carthage and allowed them upgraded versions of their Lyoko Forms to fight Xana who has created smaller Replicas of Lyoko using many supercomputers on the net to attack the real world like he could on the original Lyoko. Xana now in the Lyoko Form of William Dunbar has been working to bring them down but so far both sides are still at war. However Xana is not the only virtual being on the net.

A piece of data has found its way onto one of the virtual worlds Xana is in control of and now wishes to use it.

And his name is . . .

"I am Technus, master of ghostly science and knowledge and now with these virtual worlds I will rule!" ranted the ghost.

The ghost found his way into Lyoko after the Ghost Child destroyed the satellite and worked on discovering how this world worked. He discovered the towers and planned to use them to their greatest ability.

"With these towers I will reach out to the real world and control everything!" cackled Technus.

The ghost came up to the tower in the Desert Sector and entered it however his intrusion did not go unnoticed. A pair of dark cold eyes opened in shock before replaced with cold indifference. A figure that resembled a teenaged boy with dark blue colored hair appeared near the tower as it glowed dark green with a tint of black. He observed the tower within a safe distance and watched without a sign emotion on his face.

Technus cackled as he reached out to the waking real world.

* * *

Amity Park 

On the billboards they say Amity Park is a calm place to live. Those who believe will it will be in for a shock when they found that the city is usually over run by ghosts. Paranormal activities are happening every day which has not happened since the town was found. However that does not mean the town does not have someone to protect it.

It has a hero that fights with these malevolent spirits everyday. This hero is known as Danny Phantom once called Inviso-Bill much to his dismay. His human side is a clumsy average teenager with his own problems. His parents are ghost hunters, his best friends are Tucker Foley a techno-geek and Sam Manson a Goth.

They both know his secret along with Danny's older sister Jazz 'Jasmine' Fenton who covers for him when he goes ghost. The only other person besides a handful of ghosts who knows his true identity is Vlad Masters AKA Vlad Plasmius but Danny refers to him as a seriously crazed up fruit loop due to his obsession with Danny's mother Maddie Fenton. Danny keeps his identity secret for good reason because his parents are ghost hunters who are obsessed with ghosts. Jack prefers to blast the ghosts molecule by molecule while Maddie wishes to study them.

Their obsession with ghosts has caused Danny and his sister misery very often by coming to their school when there is a mystery no one can explain. One example would be the time they mistook Mr. Lancer the school teacher and Vice Principal for a ghost. Lancer couldn't give Jack detention so Danny ended up getting stuck in school for that accident. Jazz has wished they would do more constructive things than just ghosts but after Danny found out she knew she now sees ghost hunting as fun since Danny let her in after he found she knew.

Tonight marked the end of the third week without any ghost attacks much to Danny's relief which allowed him to get work done without Mr. Lancer on his back. However what he was in for tonight was what nobody expected. The lampposts on the street started short circuiting and dark green clouds with black tints in them started to pour out. A loud cackle that echoed through the streets.

The specters started to surround the houses of Amity Park.

"First Amity Park and then the world!" shouted a voice.

* * *

Kadic Junior High School 

"Yeah! Video Arcade here I come!" said a loud voice.

"Would you keep it down, Odd? We know how much you love the arcade but you don't need to shout." said a voice.

Four kids were walking out of the school on a Sunday which is when there is no class.

"I am actually looking to the arcade. With Jeremy looking for my father and us fighting Xana we hardly have anytime for ourselves." said Aelita,

"You're right about that, Aelita." said Yumi.

Ever since Xana destroyed Lyoko and the gang got their new Lyoko forms it has been one fight after another.

"Too bad, Jeremy decided not to come." said Ulrich,

"Well we can always drag him to the arcade. There it is!" said Odd.

He ran towards the arcade giggling like a little girl. Ulrich rolled his eyes while Yumi and Aelita chuckled.

* * *

The Factory 

Jeremy typed away at the computer.

"Franz I know you have been trying to contact me. Please just send me a signal and I can materialize you." said Jeremy.

"As much as I would look to I can't. Xana is on the lookout for me and if he finds me then I will not be able to help out."

These words appeared on the screen.

Suddenly the tower activation alarm went off.

"Xana." whispered Jeremy.

* * *

Lyoko 

A voice groaned as the boy looked up and see something strange.

"I really need to stop playing _Doomed_ late at night." said a boy.

He looked around and noticed everything looked 3D.

"What the heck is this? Where am I?" asked the boy.

He looked out the window to see a desert floating in the sky with separate platforms and gigantic wires.

"Danny!" shouted a voice.

The boy looked to see a giant man in an orange jump suit charge into the room.

"It has finally happened. Our town has been taken to the ghost world so the ghosts make us their servants." said Jack,

"I don't any ghosts right now." said Danny.

"They are obviously filling out their menus before they come and make us their slaves." said Jack,

"Ghosts don't eat." said Danny.

"What do you mean? I saw a movie with a cannibal ghost in it and it could eat people." said Jack,

"Mom told you to return that movie week's ago." said Danny.

"Really? I guess forgot to remind you to remind me to return the movie. Note to self: Have Danny remind me to return the movie when we get back." said Jack, writing it down.

At another house a man looked out the window.

"Lord of the Rings! Where am I?" asked the man.

A man in a grey tuxedo walked out the building called City Hall and looked up to the sky.

"What is this place? This is no part of the Ghost Zone I have ever seen." said the man.

Danny ran out of the house to more of the strange world and saw his friends.

"Tucker! Sam!" he shouted.

They looked to see him run up to them.

"Danny do you have any idea where we are?" asked Sam,

"Not a clue, but I don't like the look of it." said Danny.

"Why does everything look so 3D? It's like we are in a video game." said Tucker,

"I don't but I am going to find out. I'm going Ghost!" shouted Danny.

His entire appearance change as a white ring appeared around him and split in two. As one went up and one fell Danny's clothes changed into a black and white jumpsuit with white gloves and white boots and DP emblem on his chest. Danny's hair turned snow white and his glowed green. He grabbed Tucker and Sam and they flew into the sky.

A pair of dark eyes widened at the transformation and followed them from the ground while avoiding their detection.

"This place looks like something you could only in find on a computer or a video game." said Tucker,

"Any idea what those towers are? I can see a lot of them scattered throughout the place." said Sam.

"I don't know but maybe they can help us." said Danny.

He landed in front of the tower. However they were watched by two beings. One was the one who brought them here and the other was the one in control. The one who was control watched and waited.

It wouldn't be long before his enemies would arrive to investigate the activated tower. However that did not mean he could not have some fun. With just a thought a group of Crabs and Kankrelats appeared in front of him. He gave just a nod and they moved towards the growing city.

* * *

Video Arcade 

"And it is a tie here, folks. Ulrich and Yumi head to head of laser tag against Aelita and yours truly the one and amazing champion of games, me!" said Odd,

"Give it a rest, Odd. You're going to get us kicked out." said Ulrich.

This little game allowed the kids to have the joy they had almost forgotten. For Ulrich, Odd, Aelita, and Yumi it came to as a relief to them all. For once they did not have problems from Ulrich's father, Yumi's brother, or her parents fighting, no Jeremy giving them a serious lecture about they must ready and alert, no Sissy and her goons harassing them, heck not even another one of Xana's take over the world schemes. Or so they thought. Odd's cell phone started ringing.

"Hello, hey, Jeremy. Got it." said Odd.

He switched off his phone and turned to the others.

"We got to go." said Odd,

"What's the problem?" asked Aelita.

"Xana." said Odd,

"He's at it again?" asked Ulrich.

"Jeremy asked us to meet him at the Lab." said Odd.

* * *

The Factory 

Jeremy was scanning the websites for any sign of strange activity but so far nothing. He heard the elevator open to see his four friends enter the lab.

"Hey, guys. Sorry to pull out of your fun but we got a problem." said Jeremy,

"Xana's at it again?" asked Yumi.

"Actually there is a tower active but it's not Xana working the controls this time." said Jeremy.

"Is it my father?" asked Aelita,

"Sorry, Aelita, but it's not Franz this time either. Anyway all that I know is strange new land masses have appeared in one of the Desert Sections of one of the Lyoko Replicas. That is where you guys come in." said Jeremy.

"You want us to check it out." said Ulrich.

Jeremy nodded.

"And be careful out there, whatever's going on out there has caught Xana's eye too." said Jeremy.

The others nodded and headed to the scanner room. Yumi, Ulrich, and Odd stepped into the scanner room as Jeremy started up the process.

"Transfer Yumi. Transfer Ulrich. Transfer Odd."

The doors closed.

"Scanner Yumi. Scanner Ulrich. Scanner Odd."

The inside of the scanners started to glow.

"Virtualization."

The three kids vanished.

* * *

Lyoko 

Three figures appeared in the air and landed on the ground. A fourth figure appeared a few seconds later. Ulrich wore a black and orange body suit with two swords strapped on his back. Odd wore purple armor with cat like ears, a tail, and claws.

Yumi wore a black and red form fitting ninja suit with two fans. Aelita wore a pink jump suit with angel like wings sprouting from her back. Three vehicles appeared in front of them. One was the Overcycle, the other was Overboard, and the last was the Overwing.

They jumped as Aelita flew into the sky and headed for the tower.

Meanwhile Danny landed back in the virtual city of Amity Park as the people gathered City Hall.

"You think Vlad did this?" asked Sam,

"This is not his style at all. Besides from the look of his face he doesn't know what is going either." said Danny.

"Citizens of Amity Park, as you all know we have been taken somewhere against our will and rest assured I will not tolerate the ones responsible for this crime whether they are ghost or human." said Vlad,

"Very well, mayor!" said a voice.

They looked to see a ghostly figure in the sky.

"I am Technus, master of all things science and technology. Using the power of this virtual world I have trapped you all here." said Technus,

"So it was Technus who did this!" said Danny glaring at him.

"This virtual world is a unique and powerful place created by humans. I have now put it to good use." said Technus.

Suddenly a laser fired and hit Technus in the back.

"Who dares hit Technus the most hip master of all things virtual?" asked Technus,

"He needs to seriously stop living in the past." said Danny.

He looked to see a swarm of giant hornets fly into the city.

"Virtual monsters, that's great! Why didn't I think of that?" asked Technus.

"This is a nightmare! I want my teddy!" wailed Dash.

Suddenly a growl was heard and they saw several giant crab like robots looking at them. They all screamed for their houses except Jack and Maddie.

"Ghostly robots, well I have just the thing to stop you! My Jack-O-Nine Tails!" shouted Jack.

He threw towards the crabs but bounced off the shell. If the crabs had faces they would be staring at Jack as if he was an idiot. Suddenly their eyes started glow red and they started firing their tri-lasers. Jack jumped as the crabs started firing.

"I'm going Ghost!" said Danny.

He once again changed into Danny Phantom and flew at the crabs. They turned to see the Ghost Boy fly at them and fired their lasers. Danny went intangible as they laser fired and they passed right through him. He fired ecto blasts at them which pushed them back but they only shrugged it off.

"How can they take those hits?" asked Danny.

The crabs now were annoyed with him and started firing at him again. Quickly going intangible Danny avoided the lasers being fired and flew forward. Suddenly a golden arrow hit the strange eye on one of the crabs' shell and it exploded.

"Sorry, did you want that one? Looks like you were some problems." said a voice.

He looked to see a cat like boy with his hair in one giant spike sitting on the roof his house.

"Who are you and where are we?" asked Danny,

"It's kind of a long story so here's the short version my name is Odd you are in virtual universe in a computer being attacked by an artificial demonic intelligence out to take over the world. Sounds weird right?" asked Odd,

"The virtual universe? Yes. The bad guy out to take over the world? No." said Danny.

"Anyway, you guys are stuck here fighting those monsters until my friends get to the mysterious tower that extremely pale guy used to bring you here. You see those towers are portals between this world and the real world. Bad guys who use the tower can make bad things happen." said Odd,

"Like abduct while you sleep after playing Doomed for three straight hours?" asked Danny.

"You play Doomed. I've already beaten the high record." said Odd,

"Yeah right, I doubt that." said Danny.

"No seriously. I skipped school three days in a row to finish it." said Odd,

"Freeze, ghosts!" shouted a voice.

They looked to see Jack Fenton pointing his gun at them.

"You're going straight back to the Ghost Zone when I am done with you." said Jack.

He pulled the trigger but nothing came out.

"As soon as I recharge this thing." said Jack,

"What's with that?" asked Odd.

"Relax, I kind of got a long story to tell too and don't worry about him. He's mostly harmless." said Danny,

"So who is that nut?" asked Odd.

"My Dad." said Danny, simply.

"Oh, well that explains it." said Odd,

"I know but let's move before my mom shows up." said Danny.

"How bad is she?" asked Odd,

"Hi-Ya!" shouted a voice.

Odd jumped to avoid an upper cut and jumped as Maddie fired a laser blast.

"Oh, that bad." said Odd.

Danny grabbed him and they went intangible and flew through the walls.

"Well this is cool. I always to try that but the problem was my friends told I wasn't light headed enough." said Odd,

"I know it works very well. So where is this tower that Technus is using?" asked Danny.

"If he hasn't created any monsters or if my enemy hasn't sent his monsters that the tower should be shut down about now." said Odd.

* * *

Near the tower 

Yumi dodged as the Megatank fired another energy blast. So far it seemed Xana was not going to let them pass. They were blocked by two Megatanks, two Tarantulas, three Crabs, and a battalion of Kankrelats. Aelita flew through the sky dodging lasers fired by the Tarantulas as Ulrich pulled out his swords and blocked the attacks.

Yumi's fans glowed light blue and created a shield that blocked all incoming lasers while Aelita flew in firing energy bolts that hit their targets. Ulrich clashes his swords and electricity sparked and he spun around and unleashed an electric barrage of 360 degrees. All monsters were hit and exploded. They looked to see the dark green glowing tower.

"Jeremy, we have arrived at the tower. Looks like it has caught Xana's eye and he doesn't want us to get here first." said Yumi,

"It doesn't matter we need to deactivate the tower now. I've found what it is being used for. It's launching specters and somehow virtualizing a city called Amity Park." said Jeremy.

"We better deactivate it now. You're up, Aelita." said Ulrich,

"I don't think so." said a voice.

They looked to see a pale green skinned man in sunglasses with white hair in a pony tail with a black suit and grey cape. He was floating in the air with strange robots that a T shaped face with red eyes and an evil smile.

"I am Technus the master of all technology and science." said the figure,

"So you're the one causing this." said Yumi.

"Yes and now with these towers I will rule the entire virtual world." said Technus.

Suddenly a giant laser hit the tower and it started to shutdown. Technus gasped as it shutdown.

"Who dares?" asked Technus.

They looked to see a Megatank but the person next to it caught their attention. He wore a black form-fitting body suit with red outlines and the Eye on his chest. He had dark blue colored hair and he carried a black zanbato with black vines coming out of the blade's hilt. His face was emotionless has his eyes studied everyone in front of him.

"No doubt about it . . ." said Ulrich,

"Xana." said Yumi.

Odd and Danny arrived with Sam and Tucker on the Specter Speeder to see Xana shut down the tower.

"Is he that Xana guy you told us about?" asked Danny,

"That's him." said Odd.

"How dare you ruin my far out plan to take over the human world!" said Technus,

"It would have fallen apart anyway." said Xana.

Hi voice was mixed with William's and his own voice which spooked everyone who have just met him.

"However let me show how to actually use this tower to its greatest extent." said Xana.

The tower started glow red.

"Oh no." said Ulrich.

"Thanks to this virtual world on the internet I can sent specters anywhere I want and I thank you, Technus, for testing this plan of yours. Let me show how its done." said Xana.

Soon enough more buildings from Amity Park arrived in the virtual world.

"Cut it out!" said Danny.

He fired ecto bolts but Xana blocked them with his giant sword. Odd charged forward and his claws started to glow yellow.

"Drill Claws!" he shouted.

He brought his hands to pierce the demonic AI's body but Xana caught the attack by grabbing Odd's wrist and tossed him at Ulrich who jumped to strike. Yumi and Aelita fought to get to the tower which was surrounded by three Megatanks. Technus was being attacked by Danny was easily defeated without his monsters which were destroyed by Xana's monsters in a few seconds. Danny pulled out the Fenton Thermos and opened.

"I'll be back, Child!" shouted Technus.

He was sucked into the Thermos quickly.

"Aelita, now!" shouted Yumi.

Aelita flew into the tower and flew to the upper platform and looked to interface. She placed her hand on the interface.

AELITA

CODE

LYOKO

The tower shut down and Xana glared darkly at the tower. He gave quick message to his monsters telling them to stop. They disappeared as Danny landed.

"Now what?" asked Danny,

"Just wait a few minutes. We win again." said Odd.

The screens inside the tower fell and it became dark.

"Return to the past now!" said Jeremy.

There was a flash of light and then everything disappeared.


	2. Welcome to Amity Park

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Chapter 1 

Danny woke up and gasped. He looked around and noticed everything in his room looked like it should. Nothing was 3D but he was sure something had happened that involved the entire town. He took a shower and dressed himself and walked downstairs to get some breakfast. He walked out into the kitchen and poured some milk and grabbed a box of cereal.

His sister, Jazz walked into the kitchen and noticed his strange look.

"Something wrong, Danny?" asked Jazz,

"Just a weird dream I had last night." said Danny.

"I can say the same thing." said Jazz,

"You too?" asked Danny.

"A strange 3D world with instectoid like robots and a cat like boy with arrows." said Jazz.

Danny's eyes widened at what she said.

"I am getting a serious feeling of Deja Vu because this is way too weird. It's like I relived all of last night only this time no 3D world." said Danny,

"You think any else could be experiencing this right now?" asked Jazz.

"Nobody except everyone in the entire town." said Danny.

"So you think that all happened on the same night but we experiencing it without all the freaky ghosts and monsters?" asked Jazz,

"That's about it." said Danny.

"We better talk to Tucker and Sam about this." said Jazz.

Danny walked over and picked up a piece of paper.

_'Dear Mom and Dad.' _

_'Jazz and I have gone out early to see Tucker and Sam before heading out to school. If you are reading this Dad, then return that movie with the cannibal ghost in it before you owe the video store the entire house.' _

_'Danny' _

* * *

Dash's house 

Dash woke and put his teddy bear on the bed.

"Today is perfect day. First I can wail on geeks like Fen-toenail and then the foot ball finals of the season." muttered Dash,

"Dash are you up?" shouted a female voice.

"Yeah, mom!" shouted Dash,

"Then hurry and get down here for breakfast. If you're going to play at the finals than be here for supper." said Dash's mom.

"Okay, what's for dinner?" asked Dash,

"Tonight we are having crab." said Dash's mom.

"AAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHH!"

That loud girlish scream was heard all over the neighborhood. Paullina woke up and muttered.

"Why can't men let pretty girls like me have their beauty sleep?"

* * *

Mayor's house 

A man with grey hair tied in a pony tail wearing a tuxedo with a cat at his side looking out the window.

"You know something strange happened last night, Maddie?" asked Vlad Master.

The cat only meowed in response. Vlad smiled at his cat.

"You do? I thought it was only me but if you know than that means something did happen. After all, I have ghost powers that makes me superior to everyone in this back water city. Still I cannot understand what happened last night. Or should I say what didn't happen?" asked Vlad.

He walked over to the couch and turned on the TV.

"Perhaps Daniel will find out what happened for me." said Vlad.

The cat meowed and jumped onto the couch behind his head. He took out the remote and turned on the TV. He watched Danny and Jazz walk out of their house and his tracker followed them.

* * *

Manson House 

Sam walked out of her house and saw Tucker, Danny, and Jazz on the sidewalk.

"Hey Sam, did you have any weird dreams last night?" asked Danny,

"You too?" asked Sam.

All of their eyes widened at her question.

"This is too weird. A dream about a virtual world that can give you super powers and a demonic artificial intelligence out to take over the world." said Danny,

"Try saying that three times quickly." said Tucker.

"I need to find out who that kid and his friends were because I got a feeling Technus is still in that virtual world." said Danny,

"Yeah, he was the cause of that disaster last night." said Sam.

"And that demonic AI that took over his plan." said Jazz.

They all looked at each other and wondered what would happen next.

* * *

Meanwhile 

Technus watched as he was surrounded by monsters and looked towards the dark blue colored teen that controlled them. The demonic AI known as Xana smirked slightly as a giant jellyfish hovered forward.

"You can touch me for I am Technus! Master of all technology." said Technus.

His little rant annoyed Xana so with just a single hand he launched an electric blast that shocked the ghost.

"Not here." said Xana.

The jellyfish grabbed him and started scanning his memories and implanting a virus in him. Technus stood up and looked Xana with the Eye glowing red on his sunglasses.

"Open a portal to the real world. Take me to Amity Park." said Xana.

Technus bowed and did as he was told.

* * *

Amity Park outskirts 

A green portal opened up and Technus stepped out. Xana walked out but he was no longer wearing his body armor. He now was a dark version of William's clothes with a high collar. He pulled out a black Thermos and released Technus from his control.

"Where am I?"

These were the only words before getting sucked into the Thermos. Xana smirked at the device he managed to copy when Danny used it on Lyoko.

* * *

Kadic Junior High 

"The name of the city that Technus captured was called Amity Park. It says here it has become a place of supernatural activity over a year now." said Jeremy,

"That explains the ghost." said Ulrich.

"Well, we better get virtualized and head to New Lyoko and find this Technus before Xana does." said Aelita.

They all nodded and headed out.

* * *

Amity Park City Hall 

A teen dressed in black pants, a blood red shirt under a black T shirt with a chin high collar walked to the Mayor's office. Two guys dressed in white suits stepped in front of him. The boy held his stern look as they got in his way.

"We have a breach at front lobby." said the first one,

"Do you have an appointment with the mayor?" asked the second one.

"You could say that." said the boy.

The voice was human but spoke without emotion and sounded cold.

"Come with us and we will not press charges for unauthorized approach." said the first one.

The boy rolled his eyes. These two were dumber than Odd if that was humanly possible. These two were at least a low threat but needed to be removed if he needed to complete his objective.

"Excuse me but I have traveled a long way and I am not stopping." said the boy,

"And just how do you plan to get past us?" asked the second man in white.

This actually brought a smile to the boy's face. These two have just become a pair of obstacles that he was about to remove. This would a joyous moment for him as he felt what humans call excitement deep inside. He took one step forward and leapt into combat.

In just a flash both of his enemies were down and out cold. Pathetic, all of their boasting and now they are on their knees gasping for air in deep pain. These humans simple have no idea what power is out there and how easily it can over power and corrupt them. The one weakness all humans have is that they have certain expectations of their enemies which make them easy to defeat.

If you follow their expectations they will lower their guard and then that is the chance to strike. The boy walked towards the door and pushed it open.

"We have a breach in front lobby. When I file the report I am fixing the blame on you." said the first guy in white,

"Not if I fix the blame on you first." said the second one.

The boy rolled his eyes again. He walked into the office and looked for the so called mayor of Amity Park.

* * *

Mayor's Office 

"I know I was not dreaming but how can I find out what is going on?" ranted Vlad Master.

A knock was heard at the door which shook Vlad out of his obsession. He forgot the importance of being Mayor no matter how depressing the city he now controlled was. The door opened and a teen around Danny's age walked in.

"Mayor Vlad Master?" asked the boy,

"Yes, how may I help you . . .?" asked Vlad.

The boy walked in and stood in front of the table. Vlad looked into his eyes and saw not a hint of human emotions in them.

"Last night you dreamed of a strange world with insect like creatures, am I correct?" asked the boy.

Vlad's eyes widened.

"How do you know? I never told anyone unless . . ." said Vlad

"It really happened." said the boy.

Vlad stared at the boy for what seemed like hours. Due to his shirt's chin high collar the boy's mouth was hidden. How could he know what happened last night? Unless . . .

"You're the cause of what happened!" said Vlad,

"No, but you are close. I created what was used to virtualize your city. The one who virtualized your city was this." said the boy.

He opened the thermos and a ghost flew out.

"I am free, I, Technus, master of all science . . ." said Technus.

He did not get far when the boy's body started to glow with purple electricity and zap the ghost. Vlad's cat jumped off the couch and ran out of the room. Vlad watched in astonishment. This boy was no ghost and his power just injured one.

"I am Xana and I come with a proposition for you, Vlad Masters or should I call you Vlad Plasmius? I know thanks to this ghost here after I downloaded all of his information." said Xana.

Vlad leaned forward with a stern look at the boy.

"And what would this proposition benefit me?" asked Vlad.

The boy walked towards the window.

"You control the city but you have no respect of its citizens so your power will not last for long. However with my resources your control will be absolute and there will be no resistance." said Xana,

"And how would it benefit you?" asked Vlad.

"I can attack this world from a virtual world with god like powers or in your case ghost like powers due to my ability to control anyone and anything." said Xana.

Vlad said nothing as Xana walked over to his desk. All he did was smile.

* * *

Factory 

"Okay listen everyone. I have been working a special way to use your Lyoko forms here in the real world. Thanks to France who gave me it along with the blue prints to Carthage after Xana destroyed it." said Jeremy,

"Wait so you are saying we can use our upgraded Lyoko forms here in the real world?" asked Yumi.

"With a little help from Franz it was worth it. Here try it." said Jeremy.

He gave Yumi a chip and told her to place on her hand. She did and a specter emerged from the chip and covered her top to bottom. It vanished and left Yumi in the upgraded version of her Lyoko form.

"Cool!" said Yumi.

She reached with her hand and Odd was suddenly floating in the air.

"Hey let me down! I just had my third lunch!" wailed Odd.

The others snickered as Yumi dropped Odd onto the floor. Odd pouted as he got off the floor. He landed on his back side not so gently.

"No fair at all." muttered Odd.

"These will come in handy in the fight against Xana. You should keep them at all times until I can learn to dismantle New Lyoko so Xana will lose his powers." said Jeremy,

"You got it. I can't wait to see the look on Xana's face now that he can't get so easily out here in the real world." said Ulrich.

"In the mean time I need you guys to search New Lyoko for that Technus creep and see if you can stop him before he can activate another tower." said Jeremy,

"You think he would attack again so suddenly?" asked Aelita.

"I got a feeling something bad is going to happen if we leave Technus unchecked." said Jeremy,

"I agree. He virtualized an entire city and allowed Xana a chance to delete the inhabitants. If it wasn't for Odd than the city would have been wiped out." said Ulrich.

"But New Lyoko is made up of smaller copies of Old Lyoko, how do we find him?" asked Yumi,

"I got a strange reading a few hours ago that involved Technus and Xana. I have coordinates of where they were at but you guys need to look into it." said Jeremy.

"Well lets go." said Odd.

They took the other computer chips and entered the scanners.

"Transfer Ulrich. Transfer Yumi. Transfer Odd."

The scanners activated.

"Scanner Ulrich. Scanner Yumi. Scanner Odd."

The virtual cards on the screen were filled in a few seconds.

"Virtualization."

* * *

Desert Area of New Lyoko 

They appeared in the virtual sky and landed on the ground. They looked around and waited for Aelita to be virtualized. She appeared just a few minutes later. They jumped onto their vehicles and angel like wings sprouted from Aelita's back which allowed her to fly.

* * *

Amity Park 

Casper High School

"And today you will write the book report which will be due by the end of the week. And this is only one of two book reports that you need to do." said Mr. Lancer.

The entire class groaned at this and started packing as the bell rang. Danny, Sam, and Tucker walked outside and began eating thier lunch.

"Looks like we weren't the only who had nightmares last night. Dash has been screaming when he even hears something close to the word 'crab'." said Sam.

"Get away from me! Don't shoot me!" wailed Dash.

He climbed up a tree to get away from the kid caring the aquarium full of crabs. Dash's little run with Xana's crabs has given him a complete phobia to crabs.

"I could get use to that." said Tucker,

"Anyway I did some research and it turns out those kids we saw in that 3D dream are kids who go a boarding school in France." said Sam.

"Well that's great. I could go ghost and fly all the over to that school and see if they if they remember what happened." said Danny,

"I don't see why we have to do this. Every time we get curious things just get worse." said Tucker.

"Technus used that 3D world to trap us. He might try something worse if we don't do something." said Danny.

Suddenly a cold blue breath escaped Danny's mouth and this informed the three that a ghost was nearby. The power lines started to surge with electricity and a familiar cackle was heard. Danny quickly ran behind some bushes.

"I'm going ghost!" said Danny.

He looked at the electric power lines and saw Technus emerge from the lamppost.

"I told I would be back, Child! Now that I, Technus, have returned I will now finish my most hip plan to rule the world. Word!" said Technus,

"Would just give it a rest?" asked Danny.

He flew at Technus and started firing Ecto-bolts. The mad ghost avoided the attacks and flew back into the telephone wires. Danny quickly followed the electricity surging through the lines and landed right in front of cafe. Wires flew and grabbed the half ghost and started shocking him.

Danny yelled and broke free. Technus' face appeared on one of the computer screens and he smiled.

"Now child, prepare to meet the others." said Technus.

* * *

New Lyoko 

The Lyoko warriors looked to see a green portal in front of them and approached it with caution.

"This must be how Technus got here in the first place." said Ulrich,

"Well how do we get rid of it?" asked Odd.

Just as he asked giant tentacles came and grabbed them and pulled them into the portal. Their screams reached Jeremy's ears as he shouted at them to tell him what was going on.

* * *

Amity Park 

Danny kept launching Ecto-bolts and Technus kept blocking them. Suddenly his body transformed into something close to one of Xana's tarantulas and his hands turned into claws. Technus smirked.

"Behold a brand new upgrade!" he said.

Xana and Vlad watched from Vlad's limo that was parked in a nearby alley. Sam, Tucker, and Jazz watched the battle a few yards away. Suddenly the monitors started to glow green and several screams were heard when four kids came flying out and hit the ground. Danny's eyes went wide when he saw the boy with blonde spiky hair and purple hair in the middle.

The others were a boy with chocolate brown hair, another was a Japanese girl with neck length black hair and the other was a girl with pink hair. They looked up and saw Danny.

"Why do I get the feeling things are very awkward now?" asked Odd.

The Lyoko gang didn't have clue what was going on until Technus started ranting.

"You kids are the ones who stopped my plans on that virtual world but now that you are in the real world I can pay you back with compound interest." said Technus,

Danny quickly grabbed them as Technus whipped a tentacle at them. He reacted on his own instincts to save these kids and they helped save his town before so he believed they could be trusted.

"You guys okay?" asked Danny,

"Fine if you were just zapped through the power lines all the way to another country across the ocean." said Yumi.

"You got that right. I feel like I am going to let my lunch go . . . again." said Odd.

"An interesting tale but it will have to wait, Odd." said a voice.

They looked to see a limo pull up as Technus stepped in front of them. The door opened to reveal Vlad Masters and Xana.

"Xana!" said the Lyoko Gang,

"Vlad!" said Danny.

Vlad smirked while Xana kept his emotionless features.

"Welcome to Amity Park, Yumi, Odd, Ulrich, and Aelita. It seems you harbor some dislikes for my friend here." said Vlad.

Xana turned his eyes to Vlad for a second and then looked back to the Lyoko Gang.

"Technus, we'll be taking Aelita with us. Make the rest vanish." said Xana.

Technus grinned and opened his chest to reveal a ring held by red vines. A giant elliptical laser blasted its way out of his chest and lunged towards the kids. The Lyoko gang jumped out of the way and Danny went intangible as the laser blasted the cafe in half. Danny started firing ecto-bolts at Technus while Sam, Tucker, and Jazz ran to the Lyoko gang.

"You're the kids who saved us in that 3D world." said Sam,

"You remember Lyoko?" asked Ulrich.

"Lyoko?" asked Tucker,

"It's obviously the name of that world." said Jazz.

"Can we talk about this later when that thing is gone?" asked Yumi, pointing at Technus.

"Good idea." said Sam, Tucker and Jazz.

Technus managed grab Danny and rammed him into the wall before he could go intangible. Yumi quickly pulled out a computer chip and placed on her wrist. Xana's eyebrows went when he saw that chip. A specter blasted out of the chip and covered Yumi.

Tucker, Sam, and Jazz watched as she emerged in the same clothes she was in on Lyoko. She pulled out her fans and threw them at Technus which sliced off his tentacles. Danny looked to see Yumi in her upgraded Lyoko form grab her fans when they returned to her. Suddenly an energy bolt hit Technus in the back and the mechanical ghost looked to see Aelita floating in the air with her angel like wings keeping her suspended in the air.

Ulrich appeared in his Lyoko form and used both of his swords and sliced off Technus' legs. The mechanic monster fell over and Danny quickly pulled out his Fenton Thermos.

"Not again!" said Technus.

The gang smiled and removed the chips which reverted them back to their original human forms.

"Cool!" said Tucker.

Vlad's eyes narrowed and his blood boiled at the sight.

"Vlad, let's go." said Xana.

Vlad looked at Xana with a surprised look.

"We didn't come here for an all out fight. Our time to get rid of them is premature." said Xana.

Vlad gritted his teeth.

"Very well. I guess it can't be helped." said Vlad.

They entered the limo and it drove off.

They looked as the limo vanished and turned to each other.

"I think we have a few explanations." said Ulrich,

"Can we do it over a place where I can eat?" asked Odd.

"I know just the place." said Tucker.

* * *

Nasty Burger 

Odd stuffed his face into his second burger. Sam and Jazz just looked surprised at him.

"Does he have a limit on what he eats?" asked Sam,

"Not as far as we can tell." said Ulrich.

"Anyway can we get onto what is going on? What exactly happened last night?" asked Danny,

"I think we should start from the beginning. It began over seven years ago when a man known as Franz Hopper, my father, created and built a powerful super computer underneath an abandoned factory in France. He was working on a military project called Carthage that was used for the propose of disrupting enemy communications. We moved to a school called Kadic Academy where my father took up a job as science teacher.

It happened after my mother passed away when my father started to act strangely. It turns out he started acting this way because he discovered a way for the computer to travel back in time by a program called 'Return to the Past.' It's the same program that activated last night which explains why you are all experiencing Deja Vu." said Aelita.

"A computer that can go back in time? Cool, I got to see it!" said Tucker,

"So it's because of that 'Return to the Past' program that everything seemed to repeat itself." said Sam.

"Except this time there was no Technus to virtualize your city." said Yumi,

"Good point." said Sam.

"Back on topic, for a strange reason my father had started to act strange due to side affects from traveling back in time too much. He completed a year's worth of work by going back to the same day he discovered it. By that time he created the virtual world known as Lyoko and a special AI known as Xana to destroy Carthage." said Aelita,

"Wait if Xana was an AI than how is it that he has a human body?" asked Danny.

"We're getting there." said Ulrich,

"It wasn't long before my father was targeted by the government. I don't know why they wanted him. Maybe it was because of the computer's ability to turn back the clock or its ability to affect real world items. My father took me to the factory when they sent their agents after us and he virtualized himself and me onto Lyoko.

But even there we were not safe because as soon as we arrived Xana betrayed us and sent his monsters after us. Franz tried to reason with him but Xana had already become a threat to humanity. My father had no choice but to shutdown the computer and us along with it to stop Xana from attacking the real world." said Aelita.

"Wait but if you were the same age back then shouldn't you be about eighteen around now?" asked Danny,

"You can't age in cyberspace. In cyberspace everything stays the same." said Yumi.

"Aelita maybe older then us but she looks the same age as us physically and mentally. Anyway about a year ago a friend of ours named Jeremy found the supercomputer and reactivated it. The problem was that Aelita had no memory of her past because of Xana and we ended up getting attacked by Xana so he wouldn't have to worry about anyone else knowing about the supercomputer. We managed to get our virtual forms and stop Xana's attack before anyone was killed.

But the battle had only begun. Back then we thought Aelita was only a virtual AI but we couldn't leave her on Lyoko so we decided to materialize her into the real world before we shut down the supercomputer and put away Xana for good." said Ulrich,

"By the look of things I guess you got her here but couldn't put Xana away for good. By the way is there a chance there are any other mystery girls on Lyoko?" asked Tucker.

"No but I know a jellyfish that is single." said Odd.

The others snickered as Tucker pouted.

"Anyway when we finally brought Aelita back into the real world we still couldn't shut down the computer because if we killed Xana then we would also kill Aelita because Xana was able bind her to him. At first Jeremy thought it was a virus but then we started to learn about Franz Hopper after we discovered the hermitage where he and Aelita used to live. The problem was at the same time Xana started to send a jellyfish like monster called the Scyphozoa after Aelita. The Scyphozoa has the power to steal people's minds and memories which can be used for Xana's sick games.

We finally managed to find out who Franz Hopper was and we find out Xana never put anything in Aelita at all. It turns out he stole a fragment from her which he used to bind her to him. We tried to get it back so we get rid of Xana once and for all but Xana caught us in his trap. The reason why Xana wanted her memories is because Franz Hopper planted a program called the Keys to Lyoko in her mind." said Yumi,

"Keys to Lyoko? Do they like give you complete control of Lyoko?" asked Jazz.

"They could but that wasn't what Xana had in mind.

He wanted to use the keys to escape the supercomputer and in the end he did. With the Keys to Lyoko Xana was able to leave the supercomputer and move onto the internet which amplified his powers. After that we discovered the core of Lyoko inside Carthage which Xana was now trying to destroy.

We tried to stop him but he was able to delete Lyoko sector by sector until it was only Carthage that was left. We decided to add a new member to our group to keep up with Xana's increasing powers. The reason why Xana's has a human body is because he was able to possess someone before he destroyed the core. The name of our new member was kid named William.

He helped us out several times against Xana before he got his mind wiped out from the return to the past but it was still not enough. We are suffering from the pressure of school, our parents, and Xana's increasing powers. We were all occupied when Xana launched another attack on Lyoko's Core. I got distracted by my father because he was not happy that I was not a genius like him, Odd got sidetracked by his girlfriend, and Yumi's little brother was keeping a close eye on her.

It was only William and Aelita who were available but it was a mistake. William ignored all the warnings we sent him when it came to dealing with Xana but he charged straight forward and attacked Xana's monsters head on. It wasn't long before Xana possessed him and used him to finish what was left of Lyoko before Xana permanently possessed him." said Ulrich,

"So Xana took over that kid's body but what about Lyoko? Technus was able to trap the entire city inside that world." said Sam.

"That was not the original Lyoko. After Xana destroyed the core Franz Hopper sent us a message. He gave the blue prints to Carthage so our friend Jeremy could rebuild it and upgrade our Lyoko forms so he could be virtualized onto the net and track down Xana. We discovered Xana had created New Lyoko on the net but it was composed of smaller Replicas of old Lyoko controlled by supercomputer which were controlled by Xana." said Odd,

"That explains how we ended up there when Technus used that tower. He must have found Lyoko and tried to use it for himself." said Danny.

"And that is where we are all at now." said Odd.

"Wait wasn't Xana only a computer program? What could he possibly do?" asked Jazz,

"During one of Xana's earlier attacks he overloaded the school pylon with electricity and directed it to the town power plant. If we didn't stop it then Xana would have caused a nuclear meltdown." said Yumi.

"Whoa. That's bad." said Danny,

"And Xana has gotten much stronger since back then." said Ulrich.

"Anyway what's your story?" asked Odd,

"It's started with my parents. For as long as I can remember they have obsessed with ghosts and in the basement they built a ghost portal which didn't work because my dad put the switch inside the portal and Sam dared me to go inside. I accidenlty hit the on button and the portal activated with me inside. I'm not a full ghost but a half ghost.

No one else but my friends, my sister, and Vlad know about this and for good reason. My parents are ghost hunters and if they catch me they will blow me apart molecule by molecule. They did find out once and they accepted me before I managed to erase their memories because it was better that they didn't know. Ever since I became a half ghost I have been fighting ghosts that have been appearing out of the Ghost Zone.

That and along with a bunch of ghost hunters and another half ghost who is one seriously crazed up fruit loop." said Danny.

"Don't tell me Vlad's that half ghost." said Ulrich,

"Okay I won't . . . but he is." said Danny.

"Why do our fair cities fall in the hands of maniacs?" asked Odd, taking a dramatic pose.

"Vlad was a friend of my dad back in college but he got exposed to something called Ecto-Acne which gave him his powers and he was stuck in the hospital and ruined his social life. He's had his ghost powers for twenty years which gives him more experience then me. He also has a major obsession with my mom." said Danny,

"I know a thing or two about insane love. I got a girl at school who has a major crush on me. She even tried to blackmail to go out with her." said Ulrich.

"Don't get me started on insane love. Danny's ghost half has full load of fan girls." said Sam.

Danny smiled and crossed him arms.

"You say it like it's a bad thing." said Danny.

Sam only rolled her eyes.

"Vlad sounds tough but he's nothing compared to Xana." said Aelita,

"What makes you say that? I bet Danny can beat him." said Tucker.

"Xana is very powerful in both Lyoko and on Earth. On Lyoko he can send digital beings what we call specters, not actual ghosts but you get the idea to take control of anything he wants. Even people and he gives his possessed victims great powers. Even the ability to phase through walls and stuff just like a ghost." said Aelita,

"Not mention he has an army of digital monsters at his disposal." said Yumi.

"Or put people into a coma via music." said Odd,

"Cause a massive blizzard." said Ulrich.

"Materialize his monsters into the real world." said Aelita,

"Turn crowds of people into zombies." said Yumi.

"Use his specters to impersonate other people." said Ulrich,

"Possess a mass of small animals to overwhelm the enemy." said Odd.

"Take control of dangerous chemicals for his use." said Yumi,

"Nullify gravety with elecromagentic fields." said Aelita.

"Sink the city in mud." said Ulrich,

"Okay we get it." said Danny.

"That was not even half of what Xana has done and he's only gotten stronger every time." said Yumi,

"Is there anything he can't do?" asked Jazz.

"The only thing he hasn't done is control the weather but he might be able to in time." said Odd,

"That is why we need to stop him soon." said Ulrich.

"Well now that Xana's in Amity Park I need to be on the lookout for him as well. There's no telling what he could now that he has teamed up with Vlad." said Danny,

"Go for it man. Xana won't know what hit him when you're done." said Tucker.

They all smiled as they ate their dinner.


	3. The Rescue

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Chapter 2 

Sam had allowed the Lyoko kids to stay at her house for the night since that they had now where else to go for a while since they appeared in Amity Park so quickly.

"Man, how the heck did your family get this rich?" asked Odd,

"My family got filthy rich off my grandfather Izzy because he invented the deli toothpick cellophone device." said Sam.

"And you're not spoiled like most of the other rich families my parents have met." said Ulrich,

"I'd rather not earn popularity because I am rich. I want to have real friends instead fake ones that only pay attention to you when you're rich." said Sam.

"Tell me about it. My parents are Grade A snobs and my dad throws a tantrum whenever I get anything below a B." said Ulrich,

"At least your parents don't care how you dress. My parents keep on forcing bright dresses and that junk on me in the morning and when ever I get a cold they call half the hospital over." said Sam.

"My parents or mostly my dad could care less if I broke my leg in a game. My dad keeps on comparing me to him when he was my age and went to school. He also believes my friends are holding me back." said Ulrich.

"My parents don't approve of me hanging around Tucker and Danny much either. Mostly because the behavior of Danny's parents." said Sam,

"Thanks, Sam." said Danny.

"No offence Danny but that's what my parents think." said Sam,

"At least we managed to meet someone as rich as Ulrich's family and not let it go to their heads. My parents are nearly always fighting and it upsets me and my little brother. I don't know what I'm going to do." said Yumi.

"So what do you think you guys are going to do?" asked Danny,

"We called Jeremy and told him where we are and our current situation. The problem is that because of Technus bringing Xana here without activating a tower on Lyoko prevents Jeremy from using the Time Return program. As long as any remains of Xana's conscious stays on Earth we cannot use the Time Return program to throw him back into cyberspace." said Aelita.

"Bummer." said Tucker,

"Especially since Xana teamed up with Vlad but I got a feeling that they are planning something big. Xana told Vlad it wasn't the right time to get rid of us." said Ulrich.

"What could they be planning?" asked Odd,

"I don't know but it's actually a good thing Xana is here on Earth. Since he's not on Lyoko he can't activate a tower without returning so his powers aren't as great as before. But that doesn't mean he still isn't dangerous. He can still control electronic devices." said Aelita.

"That means he control my PDA! Please help me protect my PDA! It didn't do anything to him!" said Tucker,

"Relax no one said Xana was going to possess your PDA." Odd said and then whispered to everyone else, "Out Loud."

The others snickered at Odd's joke.

* * *

Next Day 

Casper High School

The Lyoko gang walked down the sidewalk with Danny and his friends.

"I heard tonight was the big football finals." said Danny,

"Who cares about that? Besides if Dash looses the game he will take out on you, Danny." said Sam.

"The problem I've got the one thing he doesn't got." said Danny,

"A teddy bear?" asked Odd.

"No, well actually he does have a closet fall of teddy bears but I was talking about ghost powers." said Danny.

Sam looked sternly at the boy.

"Danny you know it's not a good idea to use your ghost powers on others who aren't ghosts." said Sam,

"Relax, I'll just use it to get away." said Danny.

"Hey Fen-toad!" yelled a voice.

They turned to see a muscular teen wearing a black shirt and a jock jacket. He had blonde hair and blue eyes. This Dashiel 'Dash' Baxter the most popular guy in school and a member of both the football and basketball team at Casper High.

"Who are these new geeks? Especially that scrawny kid wearing pink and purple?" asked Dash,

"First I am not scrawny, I'm svelte. Second of all aren't you the guy who as teddy bears in his closet?" asked Odd.

Dash growled and grabbed Odd by the collar.

"Let's get a few things straight here. I am in charge here and second I make my job to beat up geeks and freaks." said Dash,

"Drop him now you big lug." said Ulrich.

"Or what?" asked Dash.

Ulrich ran so fast Dash couldn't even see it and got the air knocked out of him by a kick in the chest, hard. Dash dropped Odd and fell down. Dash's friends gasped as Ulrich just knocked the big man of the campus down.

"You'll pay for that." said Dash,

"You deserved it." said Yumi.

"Oh so his little girlfriend comes to defend him. Why not you and that pretty pinky come and hang out with the real men?" asked Dash,

"I would hope not considering the kind of welcome you have given them, Dash." said a stern voice.

They looked to see Principal Ishiyama walk up to them with a stern look.

"I come out of the office to welcome my niece to school and here I find you harassing her and her friends." said the principal,

"Auntie Kikyo!" said Yumi.

Dash's eyes widened.

"Dash, you are suspended from the football team for unprovoked harassment on the new students and if I hear you pestering my niece and her friends again then I will do more than just suspend you from sports." said Principal Ishiyama.

"But, Principal Ishiyama tonight's the big finals." said Dash,

"You should have that before going to insult and harass the new students here. This is a school not your personal castle and I expect to follow the rules." said the principal.

Dash grumbled and walked away.

"Kwan, since Dash is out you will be the team's new quarterback. Can I count on you to give the new students a tour of our school?" asked the principal,

"Yes, Principal Ishiyama. We won't bother your niece while she's here. She can count on us." said Kwan.

"Yumi, I got your call last night about that student exchange program. I am happy you chose this place." said the principal.

Yumi smiled at aunt.

"Thanks, Auntie Kikyo, I mean Principal Ishiyama." said Yumi,

"Please call me Auntie Kikyo when I'm off duty. Tell me how are your parents?" asked the principal.

"They are still trying work out the kinks in their relationship." said Yumi.

The principal sighed and nodded.

"Have a good day then, Yumi." said the principal.

The others looked at Yumi in shock.

"Your aunt's the principal?" asked Danny,

"Yeah, but I wasn't about to go bragging about it. Thanks to Jeremy last night we managed to trick everyone with a student exchange program." said Yumi.

"This is cool. Thanks to you Dash has just gotten what was coming to him." said Tucker,

"At least he'll leave us alone for a while." said Danny.

"Hey guys, ready for the grand tour of Casper High?" asked Kwan.

The others simple shrugged and nodded. The rest of day's events were boring. After first class Ulrich and Odd gained a great dislike for Mr. Lancer and noticed half of the students were snobs. Mr. Lancer seemed to enjoy how smart Aelita was since she did so well.

It was lunch time and the gang noticed Aelita had a sad look on her face.

"What's wrong, Aelita?" asked Odd,

"It was Paulina. She said Aelita dyed her hair pink just to get attention and said that no one would be attracted to a pink premadonna." said Sam.

"Now that's just mean." said Ulrich,

"Well, suppose I had a plan to get back at her for those remarks." said Odd.

Suddenly Danny's ghost sense went off and he stood up.

"Sorry, but whatever you have planned I'll need to skip out." said Danny.

He ran behind the bushed and quickly changed into Danny Phantom. The others looked back at Odd and he had smile that gleamed mischief.

"Hey, Sam I might need your help so you want in?" asked Odd,

"A chance to humiliate Paulina, right?" asked Sam.

"Yeah." said Odd.

Sam smiled and nodded.

"Okay, first I need you to get your make up kit and plenty of Goth like clothes for the big Football game tonight. Paulina and her group will be cheerleaders right?" asked Odd.

* * *

Meanwhile 

"I have you now, whelp!"

Danny dodged another missile as he fired another ecto-blast at Skulker. The ghost hunter went intangible and dodged the missile. Danny charged forward and landed a punch on Skulker's face. The ghost hunter stood up and a knife sprouted from his wrist.

He swung the blade and Danny quickly ducked as it flew over his face. Danny sent his foot out and Skulker quickly blocked the kick. Danny then spun around and fired an ecto-bolt in Skulker's face.

"Why don't you just go home and hunt some ghost deer or something?" asked Danny,

"You're rarer plus I already have deer's pelt on my favorite reading chair." said Skulker.

"Whatever." said Danny.

He quickly fired a bolt that froze Skulker's legs to the street.

"A new power?" asked Skulker,

"You got it." said Danny.

He landed an ecto-bolt right on Skulker's face and which broke his head and his real self fell out. Danny picked it up and smirked.

"One delivery for Mayor Fruit Loop coming right up." said Danny,

"You can't do this to me! I am Skulker, the greatest ghost hunter in the Ghost Zone." said Skulker.

"See you later." said Danny.

He threw Skulker towards the mayor's office with a might throw. A loud squeaky noise was heard through the air.

"Hey Sam said I was getting lazy." said Danny.

Skulker hit the window and fell onto the floor of Vlad's office. He looked to see Vlad and Xana looking down at him.

"You failed to get Daniel, didn't you?" asked Vlad.

Skulker only stuttered. Vlad sighed while Xana did nothing but watch.

* * *

The Casper High Gym 

Odd, Sam, and Yumi watched as Paulina her squad entered the girl's locker room.

"Did you get the chloroform in there?" asked Odd,

"No problem." said Yumi.

A minute later Yumi and Sam looked to see the entire cheerleading squad out cold. They both smiled and flashed Odd a thumbs up.

"You know what to do, ladies." said Odd,

"No problem. I'll give them the best treatment." said Sam.

Soon enough the entire gym was full of students on the bleachers and Mr. Lancer held the mike.

"Tonight is the big finals for this years Football tournament against the visiting Soaring High Crabs." said Mr. Lancer.

Dash shrieked in horror on the bleachers as the mascot which was a crab step out into the gym. Sam and Yumi snuck out of the locker room wearing big smiles.

"Does Ulrich have the camera?" asked Yumi,

"Full film and he is waiting." said Odd.

"Our cheerleaders for our team!" said Mr. Lancer.

There was only silence. Mr. Lancer quickly got a girl to go in and wake them up. The cheerleaders stepped out and everyone gasped. Paulina and the entire squad wore white make up with gothic attire. Paulina shrieked as she noticed she was wearing the same clothes as Sam.

The attire the cheerleaders were a variety of chocker necklaces, spike wristbands, black dyed hair with purple or red streaks, black stars and many others drawn across their faces.

"I am unpopular!" wailed Paulina.

Ulrich started taking pictures of the entire group as everyone laughed. Danny got back only to burst in laughter at the entire cheerleading squad. Mr. Lancer walked up to them.

"Saint of New York! What are you girls doing?" asked Mr. Lancer,

"I don't know! I never put this one!" wailed Paulina.

Danny walked up to Odd.

"Nice plan. You got Sam to help out?" asked Danny,

"Yumi helped out as well. She and Sam both have their own Goth make up kit." said Odd.

"And pictures like this will go well for the yearbook." said Aelita,

"That should show her." said Yumi.

The game soon begun but Danny had to go out and get some snacks for the long game. Suddenly his ghost sense went off again. Ulrich looked and noticed.

"A ghost is nearby." said Ulrich.

Suddenly a harsh evil laughter filled the air and was so loud it echoed throughout the streets outside the school. The Lyoko Gang was on alert for that laughter was Xana's voice laughing. Danny quickly hid and transformed.

Sam, Tucker, the Lyoko gang ran up to the roof and looked at the city.

"Where did that come from?" asked Tucker.

The evil laughter was heard and again and it sounded it came from a factory labeled 'Amity Chemical'.

"Xana's at that chemical factory." said Yumi,

"I'll go check it out." said Danny.

As Danny flew towards the chemical factory he heard the cries of a woman which muffled before Xana's laughter was heard once more. Danny quickly landed on roof right under the large red glowing sign that 'Amity Chemical'. Danny floated a few feet above the ground and looked around. The laughter and cries were now silent.

He looked to see a gate and behind it was a woman bound and gagged. He flew through the gate and landed in front of the woman. The woman was screaming but it was silent by her gag. Danny quickly removed it and she shouted "Bomb!"

Danny looked to see a box hooked up to chemical barrels with a clock counting down from ten. Suddenly a ghost shield enveloped the chemical factory and Danny quickly grabbed the woman and jumped off the platform of the roof they were and landed on a lower part. Danny looked to see a hole in the ghost shield and flew for it. As he flew the counter hit zero and Danny looked to see a raging inferno behind him.

Danny quickly went intangible as the flames passed through him and the blast sent the entire chemical plant on fire. It was a good thing the plant was closed for the night for rooms were blazing on fire and the blast sent debris flying everywhere. Soon enough there was not much left of Amity Chemical. A dark figure walked through the flames with a smirk of satisfaction on his shadowed features.

Before he vanished he gave one last evil laugh before vanishing.

* * *

Somewhere in the debris 

Danny put down the room when he managed to find a safe place. Fire erupted all over the area and highlighted the darkness of the night. Danny cut the unconscious woman's bound and noticed something slip on the floor. He picked up and read it.

'Rita had a little lamb whose neck was in the noose.

For every payment Rita misses, Xana lights a fuse.

If you live through this than you get one more chance.

Five million or the boy is put to sleep.

Plasmius.'

Danny's eyes went wide. Xana and Vlad are holding her kid for ransom. He looked to see the woman had disappeared into the fiery night.

* * *

Fenton House 

The Lyoko Gang along with Sam, Tucker and Jazz waited outside the house and saw Danny walk on the sidewalk in his human form. He walked up to them.

"Sam I need you to find out what there is to know about this woman. Her name Rita Fury." said Danny, handing the note to her.

"Is she in some kind of trouble?" asked Sam.

"It's Xana . . . along with Vlad and maybe more. There's something about this woman that doesn't add up." said Danny,

"So it was Xana who kidnapped her and blew up the chemical factory." said Ulrich,

"He left before I got there and left that woman tied up and a bomb right next to her waiting to go off." said Danny.

"Oh man. He's never gone this far before." said Odd,

"But like I said there is something about this woman that doesn't add up." said Danny.

Danny walked into the house and headed up to his room. Tonight was no something he expected. The Lyoko Kids said Xana was far more evil than Vlad and now he was starting believe them. Vlad was obsessed with his mother but he never went as far as to actually take a hostage and hold them for ransom.

The gang said Xana didn't care who got in his way and that he would eliminate them without regret and would probably make it long and hard. Vlad only wanted to kill Jack but Xana is out to destroy anyone in his way. Suddenly his cell phone rang. Danny quickly answered it.

"Hello?" asked Danny,

"You are right about that woman you rescued. You must be careful for that woman did not exist until recently." said a deep voice.

"Who is this?" asked Danny,

"Someone who does not want you getting caught and blasted molecule by molecule. That person who was with the mayor has hired several ghosts to aid them in their goal. Which is to get to you." said the voice.

"How do you know this?" asked Danny.

However the person hung and all there was left was the dial tone. Danny looked it for a few minutes then turned off his phone. He waited a few hours later and then came down to the lab in the basement. Sam was at the computer and the others noticed him walking in.

"Did you find anything, Sam?" asked Danny,

"Just a whole bunch of questions with no answers." said Sam.

"What do you mean?" asked Danny,

"It says here that Rita's son, Gordon, was kidnapped about last night but before then, nothing. Didn't go to school, wasn't even born. The same goes for Rita. I got an address on the apartment she just moved into and that's it." said Sam.

"That's impossible. Nothing else at all?" asked Danny,

"Not a thing. I don't know if we can save these people, Danny. We might as well consider them ghosts." said Sam.

Danny looked at the screen and saw the address.


	4. The Rooftop Battle

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Chapter 3 

In the quiet darkness of Vlad's mansion Xana looked at the plans of the city of Amity Park. He walked into a room to see Vlad and his cat. Vlad was muttering something.

"Plasmius Ville, Vlad Park, no that's not it." said Vlad.

His cat meowed and Vlad looked to see Xana enter the room.

"Once again I find you pointlessly thinking of a ridiculous name for this back water city when you rebuilt it. You should be more focused on the plan rather then this. What idea is it this time? Madeline City?" asked Xana.

Vlad smiled happily at the cold demonic AI.

"That is perfect! You have such a way with names." said Vlad.

His happy rant got him shocked by an irate virus.

"This will have to wait. Our audience awaits." said Xana.

Vlad regained his composure and nodded. Xana walked out followed closely by Vlad. They looked to see large room and inside were Skulker, Ember, Technus, and Prince Aragon. Vlad walked up to the stage and smiled.

"Welcome to City Hall, my ghostly associates. I would like to thank you for coming for you see a new partner of has come with a plan that will require your assistance." said Vlad,

"And what exactly to we get out of it?" asked Ember with her arms crossed.

"The destruction of Danny Phantom." said a voice.

They looked to see Xana walk out of the shadows.

"You!" said Technus,

"I have a name. It is not polite to refer someone as just 'you' or do I have to remind you again?" asked Xana.

"This is the being that controlled you, Technus. He is just a mere human." said Skulker.

His response was painful when Xana's body crackled with purple electricity and he launched an electric wave too fast for Skulker to see and he got electrocuted by the blast. Skulker yelled and fell in deep pain.

"Never make assumptions about your opponents. Technus underestimated me and he paid for it." said Xana,

"Now that you have introduced to my new partner I would like to point out that if this plan is successful it will be the end of the ghost boy but I will need him alive for a while before he is obsolete. After that he is your to deal with." said Vlad.

"And you think we should follow this plan of yours without a simple explanation of it? I am a prince in the Ghost Zone so I am entitled to demand what this plan of yours is." said Prince Aragon,

"Who does this brat think he is? Maleficent?" whispered Technus.

* * *

Cut scene 

Far away in a dark castle, sitting in front of a TV was a woman dressed in purple and black robes that fell to her feet. She wore a black headdress with black dragon horns and wings and carried a staff with a green crystal ball on it.

"How dare he compare me to a mere spoiled brat? He dares mock me? Me, the mistress of all evil!" shouted Maleficent.

She turned her dead yellow green eyes to a massive brute.

"Pete!" she shouted,

"I'm suing them right now." said Pete.

* * *

A specter emerged from wires and turned into Maddie Fenton. She quickly delivered a kick to the prince's jaws, stopping him from anymore ranting. 

"Why thank you, Virtual Maddie." said Vlad.

Virtual Maddie only smiled sweetly which caused Xana to roll his eyes.

"Fruit Loop." he whispered.

The other ghosts heard his comment and snickered a little. Xana walked out of the room but as he passed he gave Prince Aragon a quick punch across the face. No one noticed a dark figure with green eyes watching them.

* * *

Meanwhile 

Danny Phantom landed on a roof as he flew across the city. He pulled out the intercom and put in his ear.

"Any news on Rita?" asked Danny,

"Bits and pieces, nothing that adds up. She's either in a lot of trouble or the cause of it. The only we will be able to learn is through surveillance." said Aelita's voice.

Danny nodded and flew over to the roof that was right next to the address that was said to be Rita's apartment. She looked to see Rita sitting on the couch in the living room. Suddenly Skulker and a few crabs entered the room and chased her. She ran to the roof and Skulker grabbed her.

Skulker's jet pack activated and took off. Danny quickly turned on his intercom.

"Xana's made the first move. A few of his crabs and Skulker are attacking. I'm going after them." said Danny,

"Okay but be careful." said Sam.

"Hey it's me." said Danny.

Sam rolled her eyes at that comment. That was exactly what she was afraid of. Danny flew into the air and the crabs spotted him. They fired a barrage of lasers. Danny went intangible to dodge them but to his surprise the lasers hit him on the chest and sent him flying into the bill board.

"That hurt! Wait that . . . hurt?" said Danny.

Vlad must have modified Xana's monsters to hurt ghosts. Danny ducked as Xana's crabs let loose another fire storm of lasers at him. The billboard fell over from the attacks. Danny flew into the air and charged at the crabs.

He fired his barrage of ecto-bolts and managed to destroy one of them before a ghost shield appeared around the last two. The crabs resumed their attacks which pushed Danny back. Suddenly two golden arrows hit the Eye on their shells and the crabs exploded. Danny looked to see Odd land on the roof.

"That's two owe you me, mister." said Odd, smiling.

"Yeah, I'll pay you back but we need to catch up to Skulker." said Danny.

Danny quickly chased after Skulker who by now was far up the city. Danny was able to find them thanks to Rita's screams. Danny quickly rammed into Skulker's back and he dropped Rita before crashing into the roof of building with a danger sign on it. Skulker looked up and glared at Danny.

"This isn't what you think, Ghost Child." said Skulker.

He launched missiles which Danny dodged and return with ecto-bolts. Skulker quickly jumped and started ramming punches down on him. Danny quickly created an ecto shield and blocked the attack. His hand glowed green as he rammed it into Skulker's face and sent him flying back.

Skulker released a whip which wrapped around Danny and Skulker used it to ram Danny into the wall. Danny looked up to Skulker ran at with him and Danny fired an ecto bolt at Skulker's jet back which sent the ghost hunter flying. Danny looked at Skulker as he shouted threats and about how he would get his revenge before turning to Rita. The scared woman looked as Danny walked towards her.

"Xana's after you." said Danny,

"He's got . . . He took my . . ." stuttered the woman.

"Gordon." said Danny,

"Yes, Gordon! My son, he took my son! He says he'll kill him unless I can pay him five million. I don't have that kind of money!" sobbed Rita.

"Are you sure he's got the kid?" asked Danny.

Rita looked up at him and pulled out small knife with the word 'Gordon' embedded on it.

"He sent me this. He said if I didn't believe him he would send . . . would. . "Rita broke down at this.

Danny handed her something and took off.

"Press the button if you're ever in trouble." said Danny.

He disappeared into the wall and left Rita alone.

* * *

Somewhere else 

In the darkness of the city several figures gathered. One of them cackled.

"He's taken the bait into our trap as planned." said one figure,

"And thanks to that transmitter everything is happening as you predicted, Xana." said another figure.

A dark figure with red outlines on his clothes said nothing.

"Now all that is left is to capture our little spy." said the first figure.

* * *

Next night 

Danny walked into the lab and noticed everyone was there.

"Hey, guys is there any chance Rita could come with five million dollars?" asked Danny,

"No way, that's insane." said Yumi.

"Xana's insane but he's not stupid. He must know something about Rita that we don't." said Ulrich,

"So what do we do?" asked Odd.

"We play along until we get to the bottom of this." said Ulrich.

Suddenly a beeping was heard.

"It's the transmitter you gave Rita last night. Coming from Amity Bridge." said Sam,

"Then let's get going." said Odd.

* * *

Next time on Code Going Ghost. 

Amity Bridge: Death of Xana


	5. Amity Bridge: Death of Xana

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Amity Bridge 

A vampire like ghost with a boy dressed in black body suit with red outlines and a red eye logo on his chest walked onto the bridge. Suddenly several Guys in White appeared and surrounded them.

"A breach in security with one ghost and the boy who kicked out butts." said the first one,

"That's affirmative. Prepare to launch white claw darts." said the second one.

"White Claw?" asked the first one,

"I don't name this stuff." said the second one.

Suddenly they were cut off when the boy appeared right in front of them and launched one kick into the stomach into the first one and elbowed the second one.

"Down boys." the boy said.

Vlad chuckled as the two men easily fell down.

"Can't be too careful with all those weirdoes around." muttered Xana before turning to Vlad "Is everything set?"

"All is according to plan now all we need is one last thing." said Vlad.

Xana nodded and looked up to see a dark red clouded sky. A dark figure watched them from the distance. Suddenly her vision was obscured and she looked to Xana's cold looking eyes staring in her very soul. Vlad appeared right behind him.

"Well look who it is, I never thought I would have the change for my revenge." said Vlad.

He blasted the cell phone out of her and also dropped something that looked like a voice box.

"So that is how she contacted Daniel. You were right to tap into the Fenton's phone lines, Xana." said Vlad.

Suddenly Skulker appeared right beside them.

"So this is the one. She would make a nice addition to my wall." said Skulker,

"Eww, that's disgusting." said the girl.

"Why does everyone say that? Do you mind of I can have her pelt after this is over, Xana?" asked Skulker.

Xana only remained silent and stared at the girl. Skulker smiled at this. Xana did not say yes but he did not say no either. The girl got up and fired an ecto blast but Vlad blocked and knocked her out with his own ecto blast.

"She'll make the perfect bait." said Vlad,

"All of the equipment is ready and now get ready for the show tonight." said Xana.

* * *

Meanwhile 

The entire bridge was closed by gates on both sides due to ghost activity. Danny, the Lyoko Gang, along with Sam and Tucker reached the gate and Danny phased through the gate with everyone touching him.

"Jazz said she'd call us if she found anything on Rita, but we better be careful here. Vlad could have set up a trap here." said Sam,

"That is what I am afraid of." said Danny.

"You can deal with Vlad while we deal with Xana after we rescue Gordon and Rita." said Ulrich,

"Got it but before we move I'll go check it out." said Danny.

With a cry of 'I'm going Ghost!' Danny transformed and turned invisible. He noticed several monsters and several guards with Xana's Eye in them. He walked around a corner and gasped. Xana stood on a wrecking ball while looking down at Rita who was held by Skulker.

Xana noticed Danny quickly due to his possessed victims ability to detect ecto energy thanks to Vlad's enhancements. Xana would have smiled but he kept it hidden and decided to proceed with his role.

"Sorry my dear but if that is the case then you are five million dollars short of motherhood." said Xana, chuckling.

"No!" shouted Rita.

The wrecking ball started to rise and Danny a body was sprawled on Xana's right shoulder. That must be Gordon. He better hurry and save the kid from the demonic beast! Skulker smirked and saw Danny fly out to grab the kid.

Suddenly a sound wave hit Danny in the back as he tried to grab Gordon. Xana looked at the shrinking images of the occupants on the bridge. This was too easy for him but he knew there would be reinforcements. Unfortunately Ember and Skulker would no doubt be celebrating too soon and that would guarantee their defeat.

Danny looked to Ember land on the ground behind.

"In a hurry, dipstick?" asked the rock star,

"Kind of." said Danny.

He jumped launched a kick which Ember blocked with her guitar. Ember played a note on her guitar which released a giant skull flying towards its target. Danny did not have chance to dodge and was it hard. He rammed into the ground hard.

"This is all too easy and to think you never caught him." said Ember,

"He is much more elusive prey then you think." said Skulker.

"This coming from the guy who can't even find the remote?" asked Ember,

"I'm working on it." said Skulker, pouting.

Suddenly an ecto blast hit Skulker and released Rita. The woman ran and Ember looked to see Danny back on his feet.

"Nice work, Skulker. Now we have to get that woman back. Go find her and bring her back. I'll deal with this brat." said Ember.

Skulker pouted and nodded. Ember quickly played a note on her guitar which released giant fist at the half ghost. Danny quickly blocked it and charged at her. Ember quickly side stepped him and swung her guitar.

Danny ducked and sent his leg up, kicking Ember into the air. Ember looked down to see Danny flying up to her with a fist closed. She blocked the punch and quickly played a note which a tongue of blue flame. Danny quickly dodged and fired an ecto blast at close which Ember dodged by ducking.

They landed on the bridge and glared at each other.

"How did Xana and Vlad sucker you and pelt boy into their plans?" asked Danny,

"Simple, a chance to get rid of you, dip stick." said Ember.

Danny snarled and lunged at her with a punch which she blocked and met with a roundhouse kick which Danny blocked with his left arm. Ember jumped and back and swung her guitar which Danny dodged and tried to blast her. She grabbed Danny and threw him over her shoulder and unleashed a blast of blue flame. Danny quickly flipped out of the way and fired another round of ecto blast at her.

Ember smiled and blocked them with her guitar. Danny ran at full speed towards her. Ember's eyes widened at how fast he was going it was like a white blur. Ember launched more blue flames at him but he became intangible and dodged until he was right in front of her and crashed his fist into her jaw.

Ember skidded across the bridge until she stopped and got back on her feet.

"You'll pay for that." said Ember,

"What are you going to have your agent try to sue before I throw you back into the Ghost Zone?" asked Danny.

Suddenly their fight was cut off by a laser blast.

"I got you now, Ghost Boy!" shouted a voice.

Danny's eyes widened at that voice. She appeared on red and black glider wearing red and black suit with her face shielded by a helmet but her face was seen through the glass. High above Xana's narrowed at the girl's appearance. This was not part of the plan.

She was meddling with his plan and he did not like it at all. He was going to have to make an example out of her to warn others who dare interfere with his plans. Valerie landed on the bridge and pointed her guns at both Danny and Ember.

"No escape this time, Ghost Kid!" said Valerie,

"I don't have time for you. There's a kid here who is being held hostage by other ghosts and you're wasting your time on me." said Danny.

"It is most likely your fault anyway and now I am going to end it." said Valerie.

Suddenly the wrecking ball Xana was on came in and rammed into her. She slid down the road and looked to see a kid walk up to her with a cold expression.

"Out of my way, kid! I need to stop these ghosts!" said Valerie.

Xana's response was using his electricity to short circuit her suit and knock her out. He quickly jumped back onto the wrecking ball and was left into the sky.

"Danny!" shouted a voice.

Danny looked to see Sam and the others run up to him.

"We saw Valerie fly to where you were and followed her." said Tucker,

"What happened?" asked Odd.

"Xana short circuited her suit and then he retreated to the top of the bridge." said Danny,

"We're going after him." said Ulrich.

"You're not going anywhere." said a voice.

They looked to Skulker and Aragon.

"Aragon and Skulker?" asked Sam,

"How many did Xana and Vlad sucker into this?" asked Tucker.

"This has nothing to do with Xana, what it is revenge!" said Aragon.

Using the medallion on his neck he transformed into his dragon form. Odd glared and formed a fist.

"Hey you rip off artist. You stole that from Maleficent!" said Odd.

* * *

Meanwhile at Billion fold Studios 

"You dare to copy me!" shouted Maleficent.

The writers quickly scattered as Maleficent unleashed green flames to destroy the building. One brave writer named Butch Hartman stepped forward.

"Stay back, Maleficent. We are not responsible for anything that is copied. It's a free country and Family Guy copied the Simpsons and American Dad copied Family Guy." said Butch,

"Well if it is a free county than I am free to send you all to the deepest depths of Hell!" shouted Maleficent.

Her body was surrounded in green flames and rose into the air. Everyone screamed and ran out of the studio as it was destroyed by Maleficent's dragon form. She changed back into her human form and smiled.

"Copy that boys." she said.

* * *

Back to the action 

Aragon released a stream of flames which Danny blocked.

"If you guys are going after Xana then move it!" said Danny.

They all nodded and Aelita grabbed as her angel wings sprouted from her back and lifted them into the air. Aragon grabbed Danny and threw him across the bridge. Danny got and fired ecto bolts but Aragon took the skies and dodged the attacks. He fell and tried to squish Danny but the ghost boy quickly dodged as the dragon landed.

Danny flew at the dragon and tried to grab his medallion but the dragon was faster and knocked Danny back. Aragon started shooting multi fire balls which Danny dodged and quickly his cryo powers and froze the dragon before removing his medallion before the dragon broke free. Aragon changed back to his normal form and was sucked into the Fenton Thermos. Suddenly he was hit in the back and was knocked out.

"Danny!" shouted Sam and Tucker

They were both knocked out by a blast from Ember's guitar. She smiled at their unmoving bodies.

"Looks like I am a better hunter. I knocked out the ghost boy!" gloated Skulker,

"Shut that hole you call a mouth and take him to Vlad. As for those kids they are in for a big surprise when they find Xana." said Ember.

* * *

Near the top of the bridge 

Aelita landed on the side of the tower when they heard Xana chuckle. They jumped and landed right on the top to see Xana standing on his wrecking ball that was swiniging around the top of the bridge.

"Great, Xana has a new toy. A wrecking ball." said Ulrich,

"Not for long." said Yumi.

She threw her fans but Xana blocked them with electricity and his wrecking ball swung forward. The gang hid between the small two towers on top of the bridge as his wrecking ball flew by. Aelita's wings sprouted and she flew after him but Xana quickly started firing lighting at her. She tried to fire energy bolts back but Xana was keeping her on defense.

He swung the wrecking ball forward and it flew towards the roof again. Odd fired his laser arrows and Yumi threw her fans but Xana blocked them with an electric shield so they were forced to jump as Xana's wrecking ball divided the roof in half by crashing through it.

"Guys I got an idea. Make Xana aim for the towers." said Ulrich,

"What will that do?" asked Odd.

"Just do it." said Ulrich.

They shrugged and Odd walked out in front of the tower. He fired his laser arrows as Xana flew in with his wrecking ball. He jumped and Xana's wrecking ball hit the tower but it did not collapse. Ulrich jumped onto the wrecking power and impaled Xana in the face with his sword's handle.

Xana quickly kicked Ulrich off the wrecking ball but Odd started firing at his back with laser arrows and they did not miss. Xana quickly threw a ball of electricity which Odd in the chest and he skidded towards the edge. Yumi jumped as Xana's wrecking ball started to rise into the sky and aimed her fan towards the rope. With a good swing the fans sliced through the ropes and Xana jumped to grab the rope as the wrecking ball fell down and hit the bridge.

The wrecking ball left a big hole as it fell through the bridge and it fell into the river. The gang watched as Xana hung helplessly by one hand on the rope.

"Look out, Rita. Gordon and or no Gordon? That is the question. Catch the villain or save the boy?" asked Xana.

He smiled and used his free hand to hoist Gordon off his shoulder and left him hanging over the river.

* * *

Meanwhile 

Danny started to slowly awake from his forced sleep and looked to see the outline of a man. The man had spiked hair curved in a V formation with red eyes and wore a white caped suit and fanged teeth. He recognized that man in a second.

"Plasmius!" he said with bitterness.

"So good to see you too, Daniel. Before you start asking questions I would like you to see an old friend." said Vlad.

He tried to approach Vlad but he was bound to something and noticed he was in a pod like in Vlad's old lab. He looked and gasped. Inside another pod was a twelve year old girl with black wavy hair tied in a pony tail. She wore a blue hoodie with red beanie shorts and shoes like Danny but blue and a red hat.

It was Danny's female clone, Danielle 'Dani' Fenton.

"How did she get here?" asked Danny,

"Xana found she was spying on us and tried to warn you but she failed and now she will pay for her betrayal after I am done with you." said Vlad.

"Leave her out of this! She has nothing do with this." said Danny,

"I am afraid it is too late but don't fret, Daniel. I am going to finish what I started and you and that useless clone are about to witness to creation of my perfect son." said Vlad.

"I have said it before and I will say it again you are one seriously crazed up . . ." said Danny.

He couldn't finish because Vlad became intangible and phased into him. He screamed in pain as Vlad entered him. His insides were on fire as he struggled against his bonds.

"What are you doing?" asked Danny.

His eyes turned red and Vlad's voice came out of his mouth.

"Getting what I want, dear boy. You mid-morph DNA!" shouted Vlad.

Nearby Sam and Tucker awoke to see the pods and Danny screaming in pain.

"Danny!" they shouted.

However they could help because they were tied to a beam. Danny tried to resist but the pain he was feeling was unbearable.

"I won't let you have it!" shouted Danny,

"You don't have a choice!" said Vlad.

He was right. Vlad had twenty years of experience over him. He started to transform but Danny resisted the urge but the machines power was increasing. As the power increased Danny was getting weak from the pressure. Finally Vlad forced Danny to transform and the machine copies the DNA.

Vlad phases out of Danny and smiles. The machine turns off and Vlad looks at the pods. He hears a laugh and sees Xana dangling the child over the river. Vlad smiles.

"You might not want to sleep yet, Daniel. After all Xana is about to drop something." said Vlad.

Danny looks and gasps.

* * *

Top of the bridge 

"No! Please save him!" shouted Rita.

Just as she shouted Xana dropped the child. Aelita flew after the child but Xana blasted her with electricity and shot Yumi to make sure she couldn't use her powers to lift him. Odd and Ulrich jumped after the child. Xana swung and landed on the bridge and smiled.

"Suckers." he whispered.

Ulrich dove into the air just as they fell past the bridge and Odd grabbed Ulrich as he dug his claws into the steel beams that supported the bridge. Yumi and Aelita landed on the bridge and ran over to them. They looked as gasped. Gordon was a fake!

He wasn't a real child. Ulrich took out the pen knife and suddenly heard a beeping. The dummy exploded and sent the Lyoko gang flying across the bridge and hit the ground hard.

"Congratulations, kiddies. You saved a dummy but too bad you can't save yourselves." said a voice.

They looked to see Ember kick Rita who dropped her hair. It was a wig! The girl was blonde and had blue eyes.

"Xana knew that if it was a ghost then dipstick would have sensed it and if he possessed someone or used his clones then you would figured it out. So he had me use my music to control one of these school girls. This is Star." said Ember,

"So it was all a trap." said Ulrich.

"Yes now we shall have your pelts!" said Skulker.

He fired several missiles but to their surprise they were blocked by an electric shield. Xana stepped forward.

"Careful, Skulker. You'll kill them." said Xana,

"But . . ." said Skulker.

"But nothing. You're the hired help. You catch them, I kill them. Less wenching more henching you lousy hunter." said Xana.

Skulker growled.

"Nobody kills these kids but me. They are my prey." said Xana.

He pulled out his massive cleaver sword and turned to the Lyoko kids.

* * *

Vlad's outside lab 

Vlad smirked at that. Xana sure hated it when anyone got in his way. He turned back to the pods and pulled the curtain off of a third pod which revealed another Danny Phantom in a containment field.

"Now all I need to do is stabilize this and I will have the perfect son." said Vlad.

However he did not see the specter emerge from the wires and fly into the computer. Vlad typed at a fast rate and the pods opened. Danny looked to see Danielle regain conscious and stand up looking all dizzy.

"What happened? Danny?" asked Dani,

"Hey, nice to see you but we got a problem." said Danny.

He pointed at Vlad and the clone. Suddenly the vultures snapped collars on them and Vlad pushed a button and they fell to the ground in extreme pain. The pain was like the Specter Deflector but much worse. Their bones were on fire and every hair on their bodies stood up.

It ended after what seemed like hours. They breathed heavily and looked to Vlad Plasmius smiling.

"These collars will prevent you from using those powers while my son destroys you." said Vlad,

"Now that doesn't seem fair." said Danielle.

"Fair! Was it fair when Daniel put the Specter Deflector on me so he could make it a fair fight when I had twenty years of experience over him! Was it fair when I was stripped of my powers left at the mercy of my pets for three hours in the same night because of him!" shouted Vlad,

"Pets?" asked Dani.

"Don't ask." said Danny,

"Now my son, destroy them!" shouted Vlad.

The clone turns to them and fired ecto bolts. Danny grabbed Danielle and dived out of the way as the blast destroys the pods. He runs over to Tucker and Sam and cut their bonds.

"What do we do?" asked Sam,

"Run!" shouted Tucker.

They started running as the clone shoots more blasts and they keep running onto the bridge as the clone pursues them. Vlad smiled.

"You can't hide forever!" he shouted.

Danny turned and looked around at the many buckers that was set up.

"Does he have a weapons vault around here?" asked Danny,

"Yeah, somewhere. But I couldn't find it because they captured me." said Danielle.

"Tucker, Sam, you go with Danielle and held her find the vault. I'll distract the fruit loop and the faker." said Danny,

"But Danny are you nuts. You don't have your powers!" said Sam.

"It doesn't matter now run!" said Danny.

Before there were anymore objections Danny ran out and faced the clone.

"Hey, faker! The one and only original is right!" shouted Danny.

He waved his hands around as the clone turned its eyes to him. As the clone fired on Danny Vlad looked around for anything suspicious since he could only see Daniel and not any of his friends. He jumped as the clone fired an ecto bolt that left a hole in the bridge.

* * *

Meanwhile 

The Gang got into their fighting stances as Xana turned his sights to them. They all glared while Xana smirked slightly and charged. He appeared in front of Ulrich swung his blade forward. Ulrich had no time to block so he ducked and brought his swords up when Xana sent his foot forward.

The impact sent Ulrich flying back and Xana charged forward. Odd jumped at him but Xana sidestepped him and hit him with his sword's handle which sent him back. Aelita flew into the sky and flew at him. Xana jumped as Aelita flew at him with energy bolts and kicks.

Xana quickly flipped and ducked as Aelita flew over him. Yumi threw her fans which Xana deflected and fired an electric bolt which hit her. He hears a yell and sees Ulrich charging him with both swords. Ulrich jumps into the air and aims his swords downward on Xana.

"It's over, Xana!" he shouts.

Xana quickly sidestepped Ulrich's attack and Ulrich finds Xana's sword on his shoulder before getting kicked back.

"You don't one in a million against me now, Ulrich." said Xana,

"Drill Claw!" shouted a voice.

Xana looks to see Yumi and Odd charging at him with Odd's claws glowing yellow. Xana quickly stepped forward and grabbed Odd's wrist and ducked as Yumi swung her fans. Xana quickly tossed Odd at Yumi and jumped as Aelita fired her energy spheres. Xana hand started to glow with purple electricity and he fired four bolts which all four targets dodged.

Ulrich used his super sprint and charged at Xana. The demonic AI quickly put his sword in front of him to defend and Ulrich quickly jumped into the air and used his triplication and surrounded Xana. They all charged and Xana reacted by swinging his sword in 360 degrees which took out two of them and Ulrich quickly launched his foot but Xana blocked it with his other hand. Yumi quickly used her powers and sent Xana flying across the bridge.

Xana quickly fired an electric bolt that hit her as he was sent flying which stopped her and allowed him to land on his feet. Aelita fired her energy spheres while Odd fired his laser arrows. Xana just put up an electric shield which blocked them. Xana brought up his sword and swung hit which released black energy blast that flew at them.

Odd and Aelita jumped as the blast neared and created a small blast. Ulrich used his super sprint just as Xana launched the attack and appeared at his left. Xana's eyes narrowed as Ulrich appeared and the samurai quickly sent his knee into his foe's stomach before giving him an upper cut which sent him flying back. Xana quickly retaliated by elbowing Ulrich in the left side of his face and kicked him back.

Yumi jumped in and landed right in front of Xana swinging her fans. Xana jumped back and evaded all of her and quickly grabbed her wrist and tossed her back. They all gathered and turned to face.

* * *

Nearby 

Danny tripped as the clone landed in front of him and grabbed be the neck. Suddenly a laser fired and hit the clone in the side. They looked to see Danielle, Sam, and Tucker with ecto blasters in their hands.

"Hands off my cousin!" shouted Danielle,

"How did you get those?" asked Vlad, glaring.

"It's easy when you find the lame password is someone you always whine about." said Danielle.

Sam, Tucker, and Danielle than fired on the clone and Sam passed one to Danny who fired as well. The clone created an ecto shield. The clone than started firing ecto bolts but than something happened that even caught Plasmius by surprise. The clone's feet to glow green and ectoplasm started to appear.

"No! No! You were suppose to be perfect!" shouted Vlad,

"Guess it's not as perfect as you thought Plasmius!" said Danny.

"Destroy them!" Vlad ordered.

The clone started to charge another attack when it started to melt towards its knees. It kept charging as it melted towards its waste and fired at the group. The attack failed as the group dodged and it looked at Plasmius with a pleading looking before an ecto bolt shot at its head finished it off. Plasmius' fist glowed with purple ecto energy as he trembled with anger and fury.

Danny takes the distraction and snapped the Specter Deflector he got from Danielle around Vlad's waste and grabbed the remote for the collar. He quickly broke it which shut off the collars and Danny along with Danielle took them off and the collars threw them away. Vlad looked at the screen on one of the pods and gasped.

"No! How did this happen? It was not supposed to happen!" said Vlad.

Danny and Danielle were confused and looked at the screen and gasped. It said Danny, Danielle, and Perfect Son and at the bottom of the screen were the words Mid-Morph DNA with a double helix diagram which led to Danielle's name. They gasped and knew what it meant which made them smile. the clone failed because it never got the Mid-Morph DNA but Danielle got it. But how?

Vlad looked and saw a specter emerge from the computer.

"Xana! So it was him!" said Vlad,

"Close enough." said a voice.

Jeremy's image appeared on the screen. He smiled at the dumbfounded expressions on all who were present.

"I used one of the towers on New Lyoko to take over Vlad's machine and redirect the DNA sequence after what Jazz told me about Danny and his clone. Xana's not the only who can hack." said Jeremy,

"All right! This is so cool!" said Tucker.

"It's better than that, Tuck." said Danny.

Danny and Danielle smiled and looked at Vlad.

"We have two words for you, Plasmius." said Danny,

"Your infamous battle cry." said Vlad, glaring.

"Going Ghost!" shouted Danny and Danielle.

Two white rings appeared around their wastes and transformed them into thier ghost forms.

"Ready to kick this guy's butt, Danny?" asked Dani,

"Always ready to teach this seriously crazed fruit loop a lesson, Dani." said Danny.

"How cute of you, Danielle to name your ghost half after Daniel." said Vlad in a mocking tone.

"How cute and original of you to name me after Danny." snapped Dani,

"Even with this Specter Deflector on me I am still more powerful than you will ever be." said Vlad.

"Then bring it!" shouted Danny and Dani.

Vlad reacted by firing an ecto blast which Danny and Dani quickly fired her own blast which Vlad blocked and counter attacked. Danny and Dani jumped and the blast hits the bridge, kicking up dust. Danny and Dani quickly charged their attacks and they both hit Vlad in the chest. The blast sent skidding across the bridge and he jumped to avoid another blast.

Plasmius growled and flew into the air after them. All three half ghosts started firing ecto bolts but none hit their target and the blast left holes in the bridge. Danny and Dani quickly split up which made it hard for Vlad to hit them. Danny distracted him by firing a fire storm of ecto bolts which Vlad blocked and fired back. Dani snuck up behind him with her own charged attack.

However their plan failed. Vlad hit Danny and then grabbed Dani and tossed her towards her 'cousin'. They both hit the ground and glared at Vlad.

"Even if this Specter Deflector has diminished me I am still more powerful and I will finish my work have the perfect son." said Plasmius,

"You know for one evil fruit loop you sure are stubborn when it comes to getting me to join." said Danny.

"Getting angry are we, Daniel. Ever see anger management?" asked Plasmius,

"Ever see a shrink?" asked Danny.

He fired an ecto bolt but Vlad flew higher and the blast hit the Specter Deflector. Danny's eyes widened at what he done. Vlad smiled evilly.

"Now it is a fair fight." said Vlad.

He split into four Vlads and smiled evilly. They tried to fight back but the four Vlads overwhelmed them with ecto blasts. Danny charged forward but one grabbed him by the neck and another punched him in the stomach with a fully charged ecto blast. Dani ran to help but the other two grabbed her and beat her down.

Danny skidded across the bridge and landed between the Lyoko Gang and Xana. Their fight was put on halt so they could look at Danny. Vlad and his copies merged into one as Sam, Tucker, and Dani ran to see if Danny was alright.

"Who's she?" asked Odd, pointing at Dani.

"My cousin." said Danny.

"Still calling her that, Daniel. Pity because when I am done she will be destroyed and you will be obsolete." said Plasmius,

"That is not going to happen!" said Danny.

"You think because you outnumber me with your little allies you can defeat me? You should have joined me instead of that idiot father when you had the chance then you wouldn't have to fight a female clone of you before she betrayed me. As for you, Danielle you are nothing but a mere clone, a shadow, a fake, a copy, a doppelganger, a duplicate, and you have no purpose in this world for just existing as a failure of my project!" said Vlad.

What Vlad did was his own downfall. With every word Dani was overwhelmed with sheer anger and hate. Her eyes turned a deeper shade of green and her figure shook with fury. Her fists shook as she released all of her anger.

"I AM NOT A FAKE! I AM MY OWN PERSON! I HAVE MY OWN MIND AND LIFE!" shouted Dani.

What happened shocked everyone. Her last words screamed out and released shockwaves throughout the entire bridge. Everyone covered their ears as the shockwaves destroyed everything in their path as it headed for Vlad.

"Oh, sugar cookies!" said Plasmius.

The blast sent him spiraling backwards at such speed he was only a blur.

There were a few things that shocked Xana and this was no different. He was not shocked he was speechless! His eyes widened as the sheer power the girl released which nearly destroyed the entire bridge. Dani collapsed onto the ground and turned into her human form.

Danny looks to see Vlad getting up with a look of sheer anger. However Xana steps forward.

"You've done enough, Vlad. You're ranting nearly caused your defeat after you could have accomplished such an easy task. I will finish what you started." said Xana.

He pulled out his sword and pointed it at the heroes.

"Before you destroy them, Xana can at least get a sample of Daniel's DNA. Since his DNA gave Danielle that vocal attack I will need his mid morph DNA." said Plasmius,

"You can have that after I cleave them to death." said Xana.

With that Xana charged straight at with his own super sprint. Everyone went on defensive but with one strike Xana knocked the wind out of them and sent them flying back. Tucker dropped his PDA and Aelita spotted it.

"Sorry, Tucker, but I need your PDA for a second!" said Aelita,

"I want that back when you're done!" said Tucker.

Aelita ran forward towards Xana as he stood up and placed something in the PDA. Xana put his sword in front himself to defend however that did not stop Aelita. She placed the PDA on the sword and it released an electric shock that sent Xana flying back. He skidded to a halt near the edge and glared at Aelita.

He raised his hand to shock her but to his utter surprise he couldn't! His eyes widened at the realization.

"I converted Tucker's PDA into an EMP bomb with little equipment Jeremy sent them. Your powers are now gone." said Aelita.

"How could you? Even though you defeated Xana what was the price?" asked Taukcer, wailing.

"Relax, man. It's only a few fried circuits." said Odd and then whispered to everyone else, "Though I think a few of his circuits were fried."

With that Aelita lunged forward and knocked Xana back closer o the edge. He noticed the pen knife and picked it up. He jumped up and lunged Aelita but the pink haired girl jumped over him and leapt to kick him in the back. Xana reacted by ducking and Aelita landed in front of him and gave him punch in the jaw.

Xana coughed up some blood as he tried to regain his balance and leaned against the railing. However since Dani's ghost wail left the structure unstable the railing broke apart and Xana fell back. He grabbed the railing that was now leaning over the river. Ulrich used his super sprint to grab the railing.

"Why is he saving Xana?" asked Sam,

"Xana is still inside William so if Xana dies then so does William." said Yumi.

Ulrich reached out with his hand.

"Give me your hand." said Ulrich.

However Xana only smiled evilly.

"Seems like old times, Ulrich. You, me, an EMP bomb." said Xana.

His laughter echoed throughout the entire bridge. The railing was slipping over.

"You're slipping, Xana." said Ulrich.

The railing started to fell over and Xana looked up.

"All right, Ulrich, you win." said Xana.

He put the pen knife his mouth with his free hand and grabbed Ulrich's hand. Suddenly electricity was sent through Ulrich's body which sent his body into such pain he thought it was on fire. He yelled in pain and was sent back. With that Xana fell off the bridge and into the river laughing evilly as he fell.

The laughter echoed as it was silenced. They all looked in horror. Ulrich looked up with a sad look. Vlad turned back to his human form.

"Congratulation, heroes. You took a life before I did and what do you know it was one of your most hated enemies." said Vlad,

"Shut up." said Yumi.

"Too bad it had to end with the loss of an innocent life. As for you, Danielle, you still have no life since Daniel might not explain to his parents without revealing his secret." said Vlad,

"I'll find a way to convince them to let her stay. She won't ever have to let you harm her again." said Danny.

"Like how you allowed my dear partner to fall to his death?" asked Vlad.

He laughed and walked away. They did not go after him this time. That was enough for tonight. They were all exhausted.

* * *

Next time: Cold Inferno 


	6. Axion Lab

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Chapter 5 

Later the night the gang arrived in the Op center at the Fenton House.

"How's our guest doing?" asked Jazz,

"She's fine. She's just exhausted from the fight and probably having her body stabilized." said Danny.

"What was she doing there in the first place?" asked Tucker,

"I needed to find a cure." said a tired voice.

They looked to see Danielle struggling to sit up.

"I haven't used my powers since I helped Danny destroy Vlad's lab in the Rockies." said Danielle,

"What?" asked Danny.

"I couldn't use my powers without melting to ectoplasm, remember? The problem was it was getting harder not use it overtime. Its part of me and not being able to use to it was driving me nuts. I had to come back and then I saw Danny flying over to Amity Chemical when I heard this evil laugh.

I saw the entire place explode and then I saw that Xana guy walk right out of the fire smiling and laughing. I followed him and spied on him and Vlad before they caught me at Amity Bridge. I used a voice box and warned Danny that Gordon was not who they thought he was." said Danielle,

"So it was you who called me." said Danny.

"Yeah and then I heard that Xana had a plan to get rid of you and destroy Amity Park. I had to find out but they caught me. I thought Vlad was evil but I looked into Xana's eyes and they just screamed murder." said Danielle,

"That's Xana alright." said Odd.

"Here's a question: Is Xana really gone?" asked Ulrich,

"He used the last of his powers to shock you, Ulrich. Without them he is nothing and river would have had a bad effect on his powers anyway." said Aelita.

"This isn't the first time we thought he was finally gone." said Ulrich,

"Let's stop talking about Xana, all right? It's bad enough he took William with him to the grave." said Yumi.

"I agree, we need to focus on other matters for now." said Aelita,

"Like what?" asked Tucker.

"Like what do about Danielle, here? It will be hard explaining to my parents about this." said Danny,

"We can always hack into the city hall and give Danielle a birth certificate so at least she 'technically' exists." said Ulrich.

"And my dad has relatives in Wisconsin and they haven't spoken in years." said Danny,

"And we can hook her up at Casper High." said Jazz.

Danny then noticed Danielle was a little withdrawn.

"Hey, what's wrong?" asked Danny,

"It's just so sudden and there will be a lot to adjust. I was one the run for the past month and then suddenly I am stabilized. Am I just a mere shadow?" asked Danielle, holding back her tears.

"Don't say that!" said Jazz,

"Yeah, you told Vlad yourself you weren't a clone." said Danny.

"He had it coming." said Danielle,

"By the way, don't use that Ghostly Wail unless it's a last resort. I don't want word out that you are a clone of me." said Danny.

"Sure, Danny." said Danielle, with a sarcastic tone.

"I mean it!" said Danny, with a stern look.

"Okay, okay, I got it." said Danielle, still in a sarcastic tone.

Danny smiled at her.

"Hey, about a race to the Fenton Basement?" asked Danny,

"You're on!" said Danielle.

They changed into their ghost form and flew fast after Danny counted to three.

"I know those two are going to be a great team because they are both kindred spirits." said Jazz,

"Let's just hope they stay that way." said Ulrich.

* * *

Somewhere in the Ghost Zone 

A video turned on and the news appeared.

"Renowned security officer, Damon Grey, today has revealed with the help of Mayor Vlad Masters a new invention and chemical to be used in the everyday struggle against the invading ghosts. It wasn't long before Damon Grey discovered the chemical which is known as Ecto-Promethium beneficial qualities. It represents a new hope for ghost struggles and everyday combat against . . ."

The TV was blasted by the ecto blast and a large ghost dressed in a white suit with a skull face with green eyes.

"Sending a video about fighting ghosts in my prison is against the rules. This Damon Grey, we now have a problem." said the ghost.

He turned to two chained figures and chuckled.

"We got a fugitive to hunt down." said the ghost.

* * *

A few days later 

After a while Danielle Fenton was introduced and Maddie allowed her into the guest room. Danny and Jazz said Danielle was Danny's third cousin from Wisconsin and they allowed her to stay. She was admitted to Casper High and her appearance made an impression on everyone. They all thought she was Danny's little sister which was technically true since she was Danny's clone.

Despite the hardships she looked at the ghost gadgets her Uncle Jack made and she and Danny trained to hone their powers. In the Op center the Gang sat around.

"Any trouble with Vlad lately?" asked Ulrich,

"Still nothing. He hasn't done anything except the duties of a mayor since that night on Amity Bridge and with nothing on New Lyoko it's like Xana's really . . . dead." said Aelita.

"We should keep a close eye on him. There's more to this." said Yumi.

A few seconds later a whole lot of images appeared and then blacked out.

"You guys better call Danny and tell him to look at this." said Aelita.

Danny and Danielle appeared in the Op center in a few seconds.

"What's going on?" asked Danny,

"The security system at Axion Labs. I hacked into it to keep an eye on Vlad and the cameras are failing in sequence. Like a blackout traveling from room to room." said Aelita.

"Well, there is one thing you should know and it's that Axion Labs uses heat imaging." said Sam,

"So that's not darkness. That's cold." said Yumi.

"I'll go check it out." said Danny,

"I'm coming too." said Danielle.

"But . . ." said Danny,

"Danny, I can't stay cooped up in this house forever. I need to be out there again." said Danielle.

"All right but be careful." said Danny.

Danielle smirked as they flew out towards Axion Labs. It was night when they arrived and noticed the entrance was blasted open and frozen over.

"If Valerie is here then hide. She'll got nuts and think you're related to me and probably use you to get to me." said Danny,

"Got it." said Dani.

They heard a beep and turned on their intercoms.

"Danny, Aelita found that the facility has almost been entirely evacuated but some guards were flash frozen. They are sealed in blocks of ice but they are still alive. You've got to save them!" said Sam,

"Got it." said Danny.

They nodded and flew towards the entrance. They saw one security guard frozen and blasted the frozen man free of his prison. They blasted the frozen entrance and flew in. Danny looked around and saw one ghost guard patrolling the area and turned invisible.

"That's one of Walker's goons. What's he doing here?" asked Danny,

"Causing trouble?" asked Dani.

"Besides that." said Danny.

Danny quickly flew and punched the guard and pulled out the Fenton Thermos and sucked the guard in. They blasted ice blocking another way into the facility and entered the lobby. They looked at the TV and turned to the door when a voice stopped them.

"Show me Damon Grey or no one gets out of here alive." said a voice.

They looked at the TV on the table and saw Walker's face on the monitor.

"Damon Grey?" asked Dani,

"That's Valerie's dad. What does Walker want with him?" asked Danny.

He turned on the intercom.

"Sam, the guy is freezing Axion Labs is Walker and he's looking for Valerie's dad. Can you find out if Valerie's dad was working on anything?" asked Danny,

"It might not be easy since all personal info on him is restricted but with Tucker and Aelita we can hack into the system and find out." said Sam.

Danny and Dani opened the door and entered the video surveillance room. The room had monitors showing various rooms inside Axion Labs. Suddenly a ghost enforcer appeared in front of them and attacked. Dani flew and charged her ecto bolt before she blasted the guard.

She pulled out her own Fenton Thermos and sucked in the guard. Danny smiled at his 'cousin' and Dani smiled back. Sam's voice entered the intercom.

"Danny, we found something. It looks Damon was working on some kind of Ghost Drug for security measures. That must be what got Walker's attention. We also got a ghost helicopter outside the facility. That is right now all the info we have on Damon." said Sam,

"We'll find out more when we save him from Walker." said Danny.

Danny turned off the intercom and opened the door that led to the next room. It was a of cryogenic tube room with giant glass tubes with freezing liquid inside. This time four ghost enforcers appeared and fired at them. Danny and Dani split up and took two of the ghosts each.

Danny flew up and blasted the ghosts while Dani flew in and kicked the ghosts before sucking them into the Fenton Thermos. They through the wall and entered a storage area. Two ghost enforces were patrolling the area. They nodded and flew at one of ghosts each and knocked them with their ecto bolts.

"This is too easy." said Dani,

"Walker must have found Damon." said Danny.

They noticed several frozen security guards and blasted them free before heading to the next storage area. They entered the room to see three cryogenic tubes with three ghosts enforcers guarding a set of stairs that let up to Damon and Walker! The ghostly jury had his hand on Damon's neck.

"You broke the rules by sending real world items into the Ghost Zone. There may be chaos everywhere in the Ghost Zone and here but in my prison you obey my rules. Why did you send me this video?" asked Walker,

"I don't know what you're talking about." said Damon.

Walker suddenly averted his eyes and saw the two Phantoms.

"Ghost Boy and a relative. Looks like the ghost boy has a younger sister. Get them!" said Walker,

"Why do they think I'm your younger sister?" asked Dani.

"Hey just be glad they didn't call you Inviso-Gal." said Danny.

The three ghost enforcers turned and fired their blasters. Danny and Dani quickly fired back at them and they quickly blocked with their shields. Danny flew and blasted one and knocked another one away. The last one rammed into him with a shield and prepared to fire when Dani blasted him.

She quickly pulled out her Fenton Thermos and sucked them in. They turned to Walker as he pulled out a remote and pushed a button. Out stepped a ghost that made Danny gasp. It was a ghost from Frostbite's tribe.

"Stop them!" said Walker.

The ghost fired ice rays at the two Phantoms as they tried to get close. Dani got to close and she was frozen up to her waist.

"Dani!" said Danny.

Walker used the distraction his advantage and grabbed Damon and threw him onto the ghost helicopter. Danny quickly defrosted Dani and looked to where the helicopter went.

"Sorry, Danny. I should not have gotten so close." said Dani,

"Relax, Dani. We can still catch up to them." said Danny.

Meanwhile Valerie saw her dad getting taken away by Walker and activated her suit to pursue them.

"You're not getting with this ghosts!" she shouted.

The ghostly helicopter flew through Amity Park. Valerie pursued it on her glider and aimed her cannon. The helicopter started firing freeze rays all over and created huge blocks of ice that got in her way. She blasted her way through the blocks and followed the copter and as it dove into a tunnel.

She followed and avoided the cars and trucks that were coming and going. Danny and Dani saw Valerie pursuing Walker's copter and Danny stopped Dani from getting any close.

"Stop, Dani! It's Valerie, if she sees you now she might just blames for her dad's kidnapping. We can't let her know about you yet." said Danny,

"But what about Walker's hostage?" asked Dani.

"Just a wait few seconds." said Danny.

Walker's copter started flying up the highest building in the city and Valerie followed not knowing that is what Walker wanted. An ice block appeared and she rammed right into it. Just as she went through it due to the protection of her suit and an ice beam froze her. Danny and Dani flew to the other side of the building and intercepted the copter now that it was flying over the clouds. Freeze drones were deployed and fired at them.

Danny blasted them with an ecto blast while Dani fired on the copter and destroyed the top part it. The copter started to fall when Damon Grey was thrown right out of it. Danny flew and grabbed the screaming man just as the copter vanished.

* * *

Right in front of Axion Lab 

"Are you all right, sir?" asked Danny,

"Yeah, I guess I'll live." said Damon.

"Walker had a video tape in his hand. He didn't seem too happy about." said Danny.

"It was a publicity tape for Ecto-Promethium. I got no idea how that mad warden got a hand of it." said Damon,

" Walker will try again so you should go someplace safe." said Danny.

"I'll move everything to my private lab in the basement. It's got tighter security." said Damon.

Danny frowned at it.

"Tight enough to stop Walker?" asked Danny,

"I am known for making the best security system in the United States. I can afford the best and I can make the best." said Damon.

* * *

Fenton Ops Centre 

"Would do you think Damon would lie to me? He's a nice guy." said Danny,

"More then I can say for his daughter. She's now got a cold of twenty below." said Sam.

"Maybe he's trying to hide the real source of his money. It seems too weird that a ghost would come after him after he starts making money of this ghost drug. We should look at his financial records." said Ulrich,

"The problem is, Ulrich, we won't be able to access them from here. We need to access to Axion Lab's data centre." said Aelita.

"That can be arranged." said Yumi.

* * *

Next time: Ecto Fire 


	7. EctoPromethium

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part two of Second Story Arc 

**Cold Inferno **

* * *

Chapter 6 

Danny landed in the man's bathroom in his human form. He turned on his intercom.

"All right I'm inside." said Danny,

"And so am I." said a voice.

Tucker landed right behind him.

"Yumi and Danielle are not far behind. According to Aelita there should be three main data hubs. If Tucker can deactivate the lock on each of them then we can try to hack Damon's files." said Sam on the intercom from the Ops.

Danny and Tucker nodded and turned off the intercom. They opened the door and saw Yumi and Danielle in the hallway. Yumi was in her Lyoko form while Danielle was in her human form. They walked down the hallway and saw an automated door.

They opened it and saw a large room split into three by large glass walls with a sliding door. Each one had a large computer on the wall. They entered and the door closed but they noticed the sound of it locking. Danny turned on the intercom.

"Sam, the door just locked itself behind us. What's going on?" asked Danny,

"You guys didn't trip security. It must have been someone else." said Sam on the intercom.

"Walker." said Danny,

"Already?" asked Tucker.

"If he's back then you guys don't have much time." said Sam,

"Then how do we unlock the doors?" asked Danielle.

"Damon should have the security codes in his files. We won't be able to get you out of there until you unlock the data hubs." said Sam,

"Sam, you should look at this." said Aelita's voice.

"Oh no!" said Sam.

"What is it?" asked Yumi,

"Danny's right. It's Walker! His goons have placed ecto bombs all over the facility. You don't have much time." said Sam.

"We have to stop him before he gets his hand on Mr. Grey. Sam have Aelita monitor the security cameras and try to find Damon for us. We'll finish unlocking the data hubs." said Danny.

Tucker ran over to the computer and opened it up to reveal a cube with blue, yellow, and red wires. He noticed a blue wire connected to the cube and quickly connected a blue wire to it and worked to connect all blue wires. Son enough all blue wires and Sam said Aelita got the first one. The first door opened and they walked in.

"Why can't we go ghost?" asked Danielle,

"Damon's new security system would find us and blast us apart molecule by molecule. Vlad's been supplying this place with anti ghost equipment." said Danny.

Tucker opened the second computer and noticed the yellow wire glowing. He started connecting the yellow wires and soon enough the data hub was open. The second door was open and Tucker was already working on the third and final data hub. This time it was connecting the red wires but there were so many red wires it was going to be difficult.

There were only a few moments but Tucker managed to unlock the final data hub.

"We're downloading Damon's files now. There, the door's unlocked. Get out of there!" said Sam.

They ran for the door when explosions shook the entire place and knocked them out of the window. They grabbed the ledge of the room below and entered it.

"You guys, okay?" asked Sam on the intercom.

"We're fine. What do you have on Damon?" asked Yumi,

"He just entered his cold storage vault carrying some kind of disk. He must have hidden himself inside." said Sam.

"In cold storage?" asked Danielle,

"Yeah, he's out of the ghostly icebox and into the arctic. If you guys don't get there soon he'll freeze to death." said Sam.

They noticed the next room they were in was flooded with water up to the waist with live wires producing electricity and gas was leaking through the ceiling.

"Since the security system is now off line you two can use your ghost forms." said Yumi,

"Got it. I'm going Ghost!" said Danny.

He changed into his ghost form and flew to the switches on the other side of the room and shut off the power to the wires and the gas. Yumi and Tucker ran to the next door and opened it. Yumi pulled out her intercom.

"Sam, what can you tell us about the disk Damon was carrying?" asked Yumi,

"It's marked as personal research. It must be important so it could be a useful source of information." said Sam.

They walked up the next door and saw two ghost enforcers already firing at them. Dani transformed into her ghost form and fired an ecto blast at each of them while Danny sucked them into the Fenton Thermos.

"Bad news, guys. Aelita said all the info we got from the data hub are entirely financial. We need to get that disk if we want anything on Ecto-Promethium." said Tucker, looking at his PDA.

They opened the door to the next hallway and walked down the hall when Sam contacted them again.

"Guys, we found some news on Damon." said Sam,

"The source of his money?" asked Yumi.

"Maybe, but it's a strange story. He stopped getting federal funding a few months ago. Ecto Promethium could be the perfect weapon against ghosts but it's far too unstable." said Sam,

"Unstable? How?" asked Dani.

"We're not sure, but it's unstable enough for the government to think it's dangerous. Here's where it gets interesting, after that every rise in Damon's budget followed a successful internet transfer of money by Xana." said Sam,

"Xana was funding Ecto Promethium research?" asked Yumi.

"Has he ever done stranger things?" asked Sam,

"Not without a plot to turn them into weapons. Keep us updated." said Yumi.

They turned off the intercom and walked into the storage area. The place was covered in ice and they noticed a ghost enforcer guarding the door. Danny quickly blasted it and sucked it into the Fenton Thermos. They opened the door and quickly blasted the ghost enforcer guarding it.

They walked towards the elevator and noticed it was torn open. They jumped down the door with Tucker holding onto Danny while they landed. As soon as they hit solid ground they were attacked by three ghost enforcers. Danny and Dani charged up their ecto blasts while Yumi blocked the lasers.

Danny and Dani blasted them and sucked them into the Fenton Thermos before opening the door. They walked down the small hallway and opened the automated door. They entered a large room with various computers and a massive glass like capsule with electricity flowing inside it. They also noticed a fair amount of ice was there.

"Damon?" asked Danny,

"He's not here." said Yumi.

Danny turned on the intercom.

"Damon just vanished. Can you check the security cameras?" asked Danny,

"Sure, but did he leave the computer disk behind?" asked Sam.

Danny walked forward and noticed something on the ground. It was a disk that was marked with personal research. When he stood up he was grabbed by the neck and tossed right into the glass capsule. He looked to see Walker holding a smaller but large capsule in his one hand.

"Where's Damon Grey?" asked Walker.

The others ran over to Danny's side.

"Damon's gone." said Yumi.

Walker's response was throwing the capsule at them.

"Looks like the good doctor was making bad medicine. In the mean time I can get you back for destroying my copter. Attacking the warden is against the rules." said Walker,

"Is it against the rules to have you butt kicked by a girl?" asked Dani.

"Is it?" asked Walker.

He pulled his book and looked up the rules. Dani took the distraction as an advantage and sent a punch up Walker's jaw. The warden looked up and glared.

"It is now." said Dani,

"You got that right, girly." said Walker.

"That's Dani Phantom with an 'i'." said Dani,

"Regardless if you and your big brother come and then your sentence will be commuted." said Walker.

"No thanks and we're cousins." said Danny.

Walker lunged at them and they dodged. Danny charged forward but Walker grabbed him and tossed him into the wall. Danny looked up to see Walker's foot coming at him. He rolled over and fired an ecto blast.

Walker ducked but he was kicked in the back of the head by Dani. Danny used his ice powers and froze Walker's feet. The warden looked down at his feet as Danny and Dani blasted him with ecto blasts. Walker broke free and grabbed them both and rammed them into the ground.

They went intangible and quickly phased through the ground.

"Resisting arrest is against the rules." said Walker.

Danny and Dani flew up and launched kicks and punches that Walker blocked the most of. Suddenly Walker hit a desk where vial fell down and a strange chemical fell on Walker. Suddenly it started eating through him like acid. Walker screamed as it ate through his white skin.

"Help me!" shouted Walker.

Danny quickly responded by using his ice powers and froze Walker on the spot. The chemical was frozen and stopped eating through him. They watched the frozen statue. Yumi looked at the vile and found out what is was.

ECTO-PROMETHIUM

* * *

Next time: Plant Food 


	8. The Train

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part one of third Story Arc 

**Plant Food **

* * *

School Library 

Aelita and Jazz walked out of the library carrying a few books.

"I don't see why you need all these books for a theory for a college you haven't even attended." said Aelita,

"It never hurts to be prepared and besides with Danny and the others checking out that Ecto Promethium we need to relax and get some reading done." said Jazz.

Suddenly a beeping was heard and Aelita took out her laptop.

"It can't be. Jazz, we need to get down to the subway station now!" said Aelita,

"Why? What's wrong?" asked Jazz.

"I'll explain on the way." said Aelita.

They ran down the streets and hurried as fast as they could.

* * *

Subway station 

They looked to see Vlad standing in front of two cloaked figures. One was tall while the other looked it had a camel's lump on its back. Vlad took out a large stack of money and handed it to them. Aelita and Jazz watched from the distance and Aelita took out her cell phone.

* * *

Junkyard 

"This is a small vile containing Ecto Promethium I got from Damon's lab. Danny I want you to go ghost and blast it when I throw it." said Yumi.

Danny nodded and turned into ghost form and Yumi threw it at a junk pile and Danny blasted it. It caused a large explosion that rocked the ground.

"It's seems to be very unstable." said Yumi,

"You think?" asked Odd.

"I doubt the government would be stupid enough to use this." said Ulrich,

"I wouldn't bet against it." said Danny.

Yumi's cell phone started ringing and she turned it on.

"Hello?" asked Yumi,

"Yumi, its Aelita. Jazz and I found that transmitter Danny gave to Star when she was Ember's control. Someone tagged it on Vlad and we just saw him some weird guys a big stack of cash." said Aelita on the phone.

"Vlad? What's he buying? How did he get the transmitter?" asked Yumi,

"We're not sure. Wait, those two guys have just got onto the northbound train. We're tailing them. Oh no! Yumi get help now! These are not like any ghosts we have encountered before." said Aelita.

She hung up and Yumi looked at her phone and looked at the others.

"Danny, you need to get to the northbound train. Jazz and Aelita are in trouble." said Yumi,

"What's going on?" asked Danny.

"I'll explain on the way." said Yumi.

* * *

Flashback 

A bald man carrying a staff with a red orb walked into the room on his train.

"I am finally free of that infernal prison and now I can resume my role as the Ringmaster. But so much to do so little time." said the man

Freakshow suddenly heard a glass break and turned to the window.

"Who's there?" asked Freakshow.

He walked over to the window and saw a vile labeled 'Amity Chemical'. His eyes widened as the vile glowed green. He inspected it and noticed the plant in his room. He walked over to hit and opened the vile.

He let out a small drop and the plant started to glow green and a face appeared.

"I am Undergrowth! The ghost of plants and father of all habitation!" said the ghost,

"Well, than I am Freakshow the Ringmaster of Circus Gothica and right now I believe we can help each other." said Freakshow.

The man smiled evilly.

* * *

The Train 

Danny landed on top of the moving and flew forward but suddenly several ghosts appeared. Some where plant like creatures with humanoid bodies while others were dressed like circus freaks. The plant lunged and grabbed him and rammed him into the train roof. Danny quickly broke free and froze the plant ghosts and avoided the circus ghosts as they lunged at him.

He punched and kicked them and they retreated.

"Circus freaks and plant ghosts? Not good." said Danny.

Danny flew from roof to roof until he reached the car holding Jazz and Aelita. As he walked forward he noticed a large scorpion tail pierce the wall and retracted inside the car. He blasted the door opened and noticed the two cloaked figures trying to grab the girls.

"Get away from them!" said Danny.

They looked at him and went intangible to fly through the wall. Danny flew after them and one of the ghosts pulled out a staff with a paint brush on the top of it. The pain flew out of the brush and shaped itself into a car. The figures jumped into the car and drove off.

Danny flew after them and launched ecto blasts after them. The car released strange flowers that exploded on contact. Danny quickly shielded himself from the blast and continued to follow them. The car made sharp turns and launched plant bombs but Danny quickly avoided them and used his ice rays to freeze the tires.

The car made a swift turn and fell over into the ditch. Danny looked at the car as hit the tree and fell upside down. There was a small fire and Danny noticed something fall out. Aelita landed on the ground with Jazz. Danny looked found the object was an apple.

"This is weird. Ember last had the transmitter so how does she fit into this?" asked Danny,

"I don't know. She was nowhere in sight. Just the transmitter you gave her." said Aelita.

"From the looks of those thugs on the train. I would have to say Freakshow and Undergrowth were behind this. Maybe Ember placed the transmitter to lead us to them. But why?" asked Danny.

* * *

Fenton Ops 

Aelita typed on the computer to locate the transmitter and soon found it.

"Whoa!" said a voice.

"You find something, Yumi?" asked Ulrich.

"Yes." said Yumi.

They looked to see a ghost plant inside the apple sticking its roots out.

"That's gross." said Tucker,

"You think it could survive inside a human stomach?" asked Sam.

"It's got a pretty thick hide but . . ." said Yumi,

"Sam, you're not trying to say Vlad ate . . ." said Danny.

"Don't finish that sentence, Danny." said Danielle,

"He's gone to what's left of Amity Chemical." said Aelita.

"Right, Dani I need you to figure out what Ember's role is in all of this. I'm going after Mayor Fruit Loop." said Danny,

"And I'm coming too." said Odd.

"Don't forget about me." said Sam.


	9. Plant Electrucation part 1

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part two of third Story Arc 

**Plant Food **

* * *

Remains of Amity Chemical 

Danny and Odd landed on some giant pipes with Sam on Danny's back. The place was crawling with giant ghost vines as the ruins started to look more rebuilt. Danny's intercom beeped and Danny turned it on.

"Danny, Aelita said that was some strange seismic activity around the chemical factory. What's going on?" said Dani's voice,

"It's the ghost plants, Dani. Undergrowth's vines are rebuilding Amity Chemical underground." said Sam.

"Any news on Ember?" asked Danny,

"Nothing yet. I'll let you know as soon as I find anything but it looks like a lot of money is being spent on this. Freakshow must have his claws deep." said Dani.

"What about that plant Yumi found in the apple?" asked Odd,

"It's dying literally. It doesn't want to eat anything except the hand that is feeding it and it's starving to death." said Dani.

The intercom went off and they jumped off the pipes to look around. Various machines were surrounded by plants.

"Well we should find Vlad before that plant in his stomach gets hungry." said Danny,

"That sounded bitter sweet." said Odd.

They started walking through the underground complex and encountered many troubles along the way. The creatures they ran into were ghost like humanoid plants that shifted their arms into lances and shot ghost plant bombs at them from the distance. They also jumped across pits with large plant monsters.

Large tanks leaking various chemical across the floor. Danny grabbed Sam as Odd climbed up the wall with his claws and entered the office of the room. They looked and saw a window in the next hallway with two cloaked figures walking through and it vanished into the shadows. Danny turned on his intercom.

"Hey, Jazz, we found yours and Aelita's friends from the train." said Danny,

"Those ghosts with the scorpion tail and paint brush? They could lead you straight to Freakshow." said Jazz.

They opened the door and went down the hallway the cloaked figures went through. They noticed a ramp going down and followed it. They avoided large holes that seemed to lead down to nothing but darkness. They noticed a large glass showing a room with boxes on a ramp over a pit of acid.

Suddenly two green ghost tentacles smashed through the glass and grabbed Danny.

"Danny!" said Sam.

Danny quickly blasted the plants with an ecto blast. Odd looked around the hole in the wall that served as the exit and found a large pipe that seamed to lead out.

"This way!" said Odd.

They went through the pipe and found a large room with tanks containing acid. Several plant guards guarded the area with green ghost plant tentacles sticking out of the tanks. The guards lunged at them. Danny flew into the air and fired ecto blasts at them which they dodged.

They jumped onto him and he crashed into the floor. He blasted them off and jumped up onto his feet. One jumped and shifted its arm into a lance. Danny ducked as the lance came forward.

Danny fired a blast which the ghost dodged and launched a plant bomb. Danny went intangible and avoided the blast. Odd jumped and landed on the ghost before it could go intangible and sucked it into the Fenton Thermos.

"Thanks, Odd." said Danny.

Odd smiled and they climbed up to the next door which led to a room looking like the last one. Except this time they could see Vlad walking towards the exit.

"Vlad!" said Danny.

The man turned and smiled.

"Daniel, I knew you would come here sooner or later and you bring along one of your new friends. I thought they would have left after they finally destroyed their enemy." said Vlad, referring to what happened that night on Amity Bridge.

"Tell us about Freakshow and Undergrowth." said Danny,

"Very well. They created these things which they hid in fruits and various foods that we eat so they could put them in our stomachs and it gets very bad for us when they get hungry. Unless we do what they say then we don't get the antidote and then we become the meal when the plants get hungry." said Vid.

"So they're blackmailing you? How many have eaten those plants?" asked Sam,

"Not too many but the victims are some of Amity Park's most important figures with the highest influence." said Vlad.

He noticed something and turned.

"I have said too much." said Vlad.

He ran towards the door and escaped as the two cloaked figures from the train appeared behind Danny and the others. The one with large lump removed his cloak and Danny gasped. The ghost had black hair with a lower jaw made of wood which was separated into three segments. Strips crafted onto nearly his entire body.

His abdomen, back, spine, shoulders, arms, and his legs. Several masks were on his back close to the spinal cord.

"I am the Puppet Ghost. They call me Marionette." said the ghost.

It was the name that sent Danny, Odd, and Sam into a laughing frenzy.

"What's so funny?" asked Marionette,

"Nothing, Mary." said Danny, laughing harder.

Marionette growled at them while the other removed his cloak. He looked like an Irish old man with a beard, a striped shirt with long pants and his hair was curved up into a brush.

"You can call me, Pallet, the Paint Ghost." said the ghost,

"Paint Ghost and Puppet Ghost? Never heard of you, Polly." said Odd.

"Enough! You mocked me! The greatest Puppet Master in the history of the Ghost Zone. Now you will face the consequences." said Marionette,

"Sure thing, Marion." said Danny, chuckling.

Marionette raised his hands and small daggers erupted from them which turned his hands into claws. The Puppet Ghost bent down and lunged at Danny. He was fast! Danny leapt back to avoid Marionette's kick which a dagger sprouted from and sliced Danny's cheek.

"Danny!" said Sam,

"I'm fine! Get Vlad now!" said Danny.

Odd nodded and grabbed Sam and dragged her out.

"From your lack of skills I am surprised you have the guts to face us down." said Marionette,

"I just needed them out so I won't have to worry about them." said Danny.

Pallet smiled and took out a staff with a paint brush on top of it.

"We are the greatest ghost artists in the Ghost Zone. You have no chance against us." said Pallet,

"So why did you team up with Freakshow?" asked Danny.

"I joined up with him for pure business. You see I am the greatest puppet master but I work to create the greatest puppets that have ever been made. When I heard about you ghost boy I was interested. My collection will go well with a half ghost in it." said Marionette,

"And what's your story?" asked Danny, pointing at Pallet.

The Paint Ghost shrugged.

"It presented new opportunities." said Pallet.

Danny fired an ecto blast at Pallet but the Paint Ghost only held out his staff and the paint flew out of it and shaped itself into a bomb which exploded when it made contact with the ecto bolt. Marionette aimed his arm at Danny and a panel opened up. Spring loaded needles launched right out of the panel and flew at the half ghosts. Danny quickly created an ecto shield that blocked it but could move as Pallet used his paint brush to create a missile with a face on it and launched it at him.

Danny covered himself as the missile hit him and exploded. He was sent flying across the room and landed on the ramp over the tanks full of acid.

Danny looked up to see Pallet create a giant plant that lunged at him. He flew into the air and blasted the plant.

He flew at Marionette and tried to punch the Puppet Ghost but panels opened up and revealed metal tentacles that grabbed the ghost boy and rammed him into the wall. Danny quickly went intangible and slipped out of the tentacles.

"Pathetic. Pallet you can sit this one out. This ghost child is mine." said Marionette,

"Fine." said Pallet.

Marionette's shoulders opened up and revealed missile from Skulker's suit and fired them. Danny gulped as the missiles flew towards him. He fired ecto blast but the missiles exploded into tiny needles. The needles pined Danny to the wall but the half ghost vaporized them with an ecto blast.

"How long do you realize that self defense is not going to save you? Without a simple battle strategy but then again it did save you from such bumbling idiots like Skulker and Technus. After all it was so easy to steal parts from them for my puppets. Most people think puppets are just useless flammable tools but I have discovered a way to make them the ultimate weapon which is way my body is like this now." said Marionette,

"You changed your body into a puppet?" asked Danny.

"Just as Skulker created his exo-skeleton and as Technus created his mechanical bodies to fight in. Imagine the looks on their faces when I easily defeated them and stole their most important parts." said Marionette,

"You used other ghost parts to make your puppets?" asked Danny.

"Just as I plan to do with you." said Marionette,

"Make a puppet out me? That's even worse than Skulker after my pelt!" said Danny.

"Don't compare me to that useless hunter." said Marionette.

One of masks on his back opened and a large pointy tail appeared. His tail dug itself into the ground and shot him forward like a metal spring. Danny gasped as the Puppet Ghost slammed his knee into his chest. Danny quickly jumped as the tail came forward and launched ecto blasts. He avoided the ecto bolts the tail launched and fired back.

Metallic wheels sprouted from Marionette's feet and began to whirl. Marionette moved with great speed that Danny only had second to move before Marionette slammed his fist into his face.

"Now to finish this." said Marionette.

A wooden panel in his spine opened up and revealed a sword.

"The operation of turning you into a ghost puppet is extremely painful. First thing we have to do make your skin into wood but then all we have to do is stick some ecto strings. If you were a full ghost then this it wouldn't be necessary at all but I need to keep your human side under control." said Marionette.

Suddenly a laser hit the Puppet Ghost in the back and he yelled. He looked back with a full glare and saw Sam using the Fenton Ghost Peeler.

"Get your strings off him!" said Sam,

"Sam!" said Danny.

"You thought we were going to leave you." said Odd.

He pulled out a laser gun and fired at Marionette which the Puppet Ghost dodged. He glared at them but the distraction was enough for Danny to destroy his tail. He yelled in pain and glared at him.

"Very well now you will face the entire ghost army I have recently collected." said Marionette.

He raised his hands and green glowing strings were seen. Suddenly Skulker, Technus, Desiree, Johnny Thirteen, Klemper, Spectra, along with Vlad's ghost animals appeared.

"Someone has been busy." said Danny,

"Thanks to my ecto strings which are attached to these ghosts they are completely under my control with no ability to think for themselves at all. It was so easy to get them when they came to me. Now my ghostly puppets bring me our new addition!" said Marionette.


	10. Plant Electrocution Part 2

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part three of third Story Arc 

**Plant Food **

* * *

Chapter 9 

Danny stood his ground as the ghost puppets of Marionette charged at him. Skulker launched missiles, Technus release metallic tentacles, and Johnny unleashed his shadow, and Klemper and Desiree charge at him. Sam and Odd fired their weapons but so far the ghosts dodged them. Danny closed his eyes and suddenly he split into four Danny Phantoms.

"What the heck?" asked Odd,

"It's just duplication, Odd. Looks like Danny finally got the hang of it." said Sam.

Marionette only smiled.

"What a great addition to my collection." said the Puppet Ghost.

Danny and his copies started firing ecto blasts all over the place in order to hit the ghosts. Klemper leapt at the Phantoms only to be blasted by four ecto blasts and Skulker fired a fire storm of missiles. The four Phantoms blocked the missiles and attacked the ghost hunter. Sam jumped in and blocked Desiree's punched and blasted her with a laser.

Technus lunged forward with metallic tentacles but the Phantoms easily blasted him. Soon enough all ghost puppets were down.

"Is that the best you can do, Marionette?" asked Danny.

His duplicates merged with him as he turned to the Puppet Ghost.

"Ghost boy, you have proven stronger then I believed but that doesn't I did not come prepared. Remember I have been collecting ghosts to use as my puppets for a long time. Now it's time reveal two of my personal favorite ghosts." said Marionette,

"Great." said Odd.

Marionette raised his hands again and two ghosts appeared in front of Danny and the gang gasped. Vortex and the Fright Knight!

"How the heck did you get these two?" asked Danny,

"It was easy like the rest. I told you how people underestimate me because of my puppet body." said Marionette.

With that said Vortex released a whirlwind at the ghost boy while the Fright Knight unsheathed his sword. Danny used his duplication again and dodged it. Sam and Odd fired their lasers but the Fright Night blocked it. Danny then noticed ecto strings on the backs of their heads.

Vortex released lightning at the Phantoms which took out two of them. The Fright Night charged forward to bring down his sword on Sam but at the last second Danny grabbed her and lifted her out of the way.

"There is only one way to stop these two." said Danny.

He took a deep breath as he looked at Vortex and the Fright Night and opened his mouth, letting out a blast of shock waves that sounded like a scream. The attack known as Ghostly Wail blew the two ghosts back into the wall and the attack rocked the entire complex. Sam grabbed the Fenton Thermos and sucked up all the ghosts that Marionette controlled. Suddenly as Danny finished an ecto string attached itself to the back of his head and suddenly he lost all control.

Danny!" said Sam,

"Now my new puppet, finish them!" said Marionette.

Danny started firing ecto blasts at other two and they jumped. Odd hid behind a wall by diving into a hole in it and watched as Danny unleashed a barrage of ecto blasts. Danny flew at Sam and froze her legs. He blasted her armor to pieces with a fire storm of ecto bolts. Odd then noticed the ecto string attached to him.

With careful aiming Odd fired the laser from his gun and the blast severed the ecto string between Danny and Marionette. Danny collapsed onto his knees and looked at Sam. She was fine except her feet were frozen and her armor was blasted.

"Sam, what happened?" asked Danny,

"You were under that Puppet Ghost's control." said Sam.

Danny then turned to look at Marionette with a deep glare and his glowed a darker green hue. Pallet who was watching chuckled.

"I think it's time we end this, Marionette. Why don't we try our double combo attack?" asked Pallet,

"Yes I agree. Let's give it a try." said Marionette.

Pallet raised his paint brush which created a massive ball as Marionette vanished. The ball came rolling at Danny who blocked it with an ecto shield. The hit the shield with a loud blow and it continued to roll against the shield. Danny quickly charged an ecto bolt and fired it right into the center of the ball. Suddenly Marionette appeared from inside the ball as it broke apart.

"Peek-a-boo, I see you." said the Puppet Ghost.

With no hesitation he raised his fist and slammed it into Danny's face. The half ghost was sent flying into the ground with a hard hit. Pallet quickly raised his paint brush and allowed the paint to fly out and shape itself into something new. Meanwhile two masks on the back of Marionette's back opened and released steel rods that flew into the air and landed on the ground surrounding Danny.

They glowed green and pulsed with ecto energy.

"Got too close to these rods and they will fry you." said Marionette.

Danny quickly stood his ground as he stayed away from the ecto rods.

"And that is not all. Look above you ghost child." said Marionette.

He looked to see Pallet on top of a glider using his paint brush to create a massive missile. The missile came alive and flew down at him. Danny quickly released his Ghostly Wail on it but not full blast but it was enough to send the missile back to its owner. Pallet jumped off the glider as the missile hit and destroyed the glider.

Danny quickly flew into the air and destroyed the rods. Pallet landed on top of Marionette.

"This is our final combo." said Pallet,

"Let's see you handle this" said Marionette.

The wheels on Marionette's feet spun to life and they moved with great speed as Pallet pointed his staff at the ground. The paint sprouted from the brush and shaped itself into millions of slugs and flies. Danny fired an ecto blast at them but they dodged. Danny then noticed the slugs gathered around him and the flies stopped him from flying.

Danny quickly fired blue rays as the slugs and flies started to explode. The two ghost artists looked at the smoke as it cleared and gasped. Danny had covered himself in ice and avoided the explosion. The ghost boy broke free from the ice.

"Looks like your art just won't cut it." said Danny,

"Cure you ghost child!" said Marionette.

Danny quickly used his duplication and flew at the ghosts. Pallet quickly pointed his paint brush and allowed the paint to shape itself into a swarm of ghostly wasps. Danny and his copies quickly went intangible as the wasps flew at them and appeared in front of Pallet.

"What?" asked Pallet.

The wasps turned and flew at the Phantoms only for them to go intangible and the wasps to fly through and hit Pallet. They exploded and the Paint Ghost hit the wall. The Puppet Ghost quickly opened panels in his knees and unleashed a barrage of missiles but Danny and his copies dodged it and delivered a massive barrage of ecto bolts. Marionette hit the ground and Danny sucked them both in with the Fenton Thermos.

He sighed and sat down.

"That was rough." said Danny.

Suddenly his intercom went off. He turned it on and heard Danielle on the line.

"Danny, I talked to Ember." said Dani,

"What did she have to say?" asked Danny.

"You were right. She was using the transmitter you gave her to lead us to Freakshow and Undergrowth." said Dani,

"Okay, but why?" asked Danny.

"She's scared. She knows too much about Freakshow and doesn't want to end up mind controlled." said Dani,

"Why would Freakshow want to hurt her?" asked Danny.

"Freakshow and Undergrowth went to her for help with Amity Chemical and Ember refused. Now she knows a few things she shouldn't." said Dani,

"Like what?" asked Danny.

"Freakshow is using the money smuggled to him by Amity Park's most important men to buy the parts needed to build a ghost portal but right it isn't ready and that's why the power to the chemical plant was shut off. If you get to the third sub basement and turn it back on then you can short circuit the ghost portal and with your freezing powers you can freeze the entire place to stop Undergrowth." said Dani,

"Right, I got it. Thanks Dani." said Danny.

"No problem. You know I would help out my favorite cousin." said Dani.


	11. Plant Electrocution Part 3

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part four of third Story Arc 

**Plant Food **

* * *

Amity Chemical 

Danny put away his communicator and looked at Odd and Sam. The Goth had freed herself from the ice on her legs.

"I'm going in alone now. You two stay up here and guard the door leading to the sub basement." said Danny,

"But Danny . . ." said Sam.

"No buts, Sam. I can handle both Freakshow and Undergrowth. I need you two to get some cover when I throw the switch and the power to this place comes back on." said Danny,

"But what if you can't get to the switch?" asked Odd.

"I'll do it. I've got stronger since I last fought Freakshow and Undergrowth." said Danny.

"Be careful, Danny." said Sam,

"Got it." said Danny.

He opened the door and it led to a stair case going down. The place was lit by some small fires which he noticed as he walked down. He went intangible and looked into the room. He stood on a small balcony which was near a massive pool of ecto. He noticed Vlad Masters with a suit case full of money.

He was holding it up to a thrown that was decorated gothic style and on the thrown sat Freakshow.

"I know it is not as much as you said but I can assure you . . ." said Vlad,

"You disappoint me, Mr. Masters." said Freakshow.

He held up a green vial.

"One drop of this could have cured that ghostly belly ache for good but since you are being so overly dramatic." said Freakshow.

He let a cruel smile appear on his features as he leaned forward. Danny stepped forward.

"Hey, Freakshow!" said Danny,

"Phantom." said Freakshow.

Vlad turned and smiled.

"Oh dear, the ghost child of Amity Park has discovered your diabolical plan and has come to rescue me." said Vlad with mock shock.

Danny glared at the man as Vlad ran out of the room which was the same time as ghostly green tentacles emerged from the pool. Undergrowth emerged from the pool and roared as he faced his foe. Danny quickly fired a few ecto bolts which caused no harm to the ghost plant. Undergrowth released a maelstrom of razor leaves onto the ghost boy which caused him to create a shield as the leaves shredded the only armor of protection.

He quickly fired an ice ray which hit Undergrowth's arm and it broke off and fell into the pool. However the ghost plant's arm regenerated in a matter of seconds. Freakshow cackled.

"You will find defeating my friend to be harder then just a little trim. Undergrowth's vines have stretched all over Amity Chemical and thanks to the special chemical I received Undergrowth is virtually immune to your ice powers." said Freakshow.

Undergrowth resumed the battle by unleashing a thorn whip that wrapped itself around Danny and rammed him into the wall and then floor.

"The humans of this city have taken plant life for granted for the last time. When we are done both the Ghost Zone and the human world will be cleansed of this evil." said Undergrowth,

"Not going to happen." said Danny.

He froze the thorn whip and froze all of Undergrowth's legs which caused him to fall into the pool. Freakshow laughed.

"You haven't defeated Undergrowth, Danny. You only scratched a surface. You'll never reach the center here." said Freakshow,

"Says the guy who has a major case of ghost envy. Is that why you want a ghost portal? To turn yourself into a half ghost like me? What a poor sad jealous . . ." said Danny.

"I am not jealous and I will not be upstaged by ghosts!" said Freakshow.

Lydia came out of the wall behind Freakshow.

"Use a door like everyone else!" said Freakshow.

Danny flew towards the switch on the other side of the room.

"Stop him!" said Freakshow.

Lydia unleashed the creatures which served as tattoos on her body and sent them flying at Danny. The ghost boy quickly fired a barrage of ecto bolts as the creatures rained down on him. He quickly grabbed the switch and pulled it.

"No!" shouted Freakshow.

That was when it all fell down. Electricity surged the plant infected machines which caused a major reaction. The ghost portal which Freakshow kept on behind his thrown started to surge through and caused it to short circuit. Glass bulbs shattered, plants burned to ashes, and Danny flew into the air vent and unleashed his ice powers which froze all of the ghost plants.

Undergrowth roared as he came out only to be frozen by a massive blizzard of ice and electricity which broke him down into millions of pieces.

"We must flee but dramatically!" said Freakshow.

Suddenly a live wire burst and hit the man in the back. It shocked him good and knocked him out. Danny quickly blasted Lydia and sucked her into then Fenton Thermos. He looked around and noticed all plants dead and all ghost plants frozen and in pieces thanks to the blast of electricity. Vlad walked into the room and clapped.

"Well done, Daniel. Completely eliminating your enemies, something you must take after me." said Vlad.

That earned him a hit in the chest by an ecto bolt.

"Someone is in a foul mode, you really need anger management." said Vlad,

"And you need a shrink." said Danny.

"I don't suppose you will allow me to have a piece of that antidote?" asked Vlad,

"After I have given it to everyone on Freakshow's list." said Danny,

"Very well, I have a list of all Freakshow's victims here." said Vlad.

He handed a piece of paper to Danny and the ghost boy created a duplicate which grabbed Vlad.

"Just to make sure you don't try anything I suppose you could lead me to these victims?" asked Danny,

"Very well it is the least I can do for saving me from paying that carnival freak." said Vlad.

They flew out of the complex with Odd and Sam watching as they headed back to Danny's house.

* * *

A few nights later 

Danny fell off the roof and into the street.

* * *

Sam's house 

In the basement Danny was bandaged and Danielle had a few cuts on her face being treated.

"Can anyone tell us what happened out there?" asked Yumi,

"Danny?" asked Sam.

Ulrich turned and looked at them.

"It started when a blimp was stolen from Amity Airstrip." said Ulrich.

* * *

The blimp flew over the now powered still ruined Amity Chemical. 

_"The perpetrators were all virtual specters and possessed victims. It was like Xana was back in town." _

* * *

Next time: 

Fourth Story Arc: A Demon's Grave


	12. The Gasworks

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

_"Ulrich talking" _

**"Aelita talking" **

"**Danielle Talking"**

* * *

Part one of Fourth Story Arc 

**A Demon's Grave **

* * *

_"The perpetrators were all virtualized specters and possessed victims. It was like Xana was back in town." _

* * *

Flash Back 

City Hall

_"It was then time to pay Vlad Masters a visit. To collect for letting him walk that night on Amity Bridge . Xana wouldn't make a comeback without Vlad's knowledge. He was like our canary in the coal mine." _

Dani Phantom along with Ulrich and Aelita in their Lyoko forms are seen outside of City Hall with Vlad Masters smiling and speaking them.

_"He seemed all too happy to talk and said with Xana gone it was possible some of the ghosts he forced into working with them are now using his technology for their own goals. He claimed they stole some of Xana's monsters and the blue prints to the old Amity Gasworks." _

**"He gave us his word that he had not seen Xana since that night on Amity Bridge ." **

**"Whether there was any truth in his story or not it was a step closer to Xana. So we headed for the Gasworks." **

* * *

Amity Gasworks 

Ulrich, Aelita, and Dani landed on a deck over a pool of water that was created by the opened drains in the walls that were connected to the sewer pipes beneath Amity Park . There were only a few lights on the old place but it was enough for them to see. Dani walked around the deck and noticed a ladder leading above the catwalk. She flew up the ladder and looked to see two dark clouds fly at her.

She ducked as they lunged at her and the specters fired several electric blasts. They transformed into the same ghost Xana disguised as a real ghost at Kadic High and they lunged at them. They sliced through several pipes which leaked water. Ulrich unsheathed his swords and blocked the electric barrage as Aelita fired energy bolts.

She few around and dodged their attacks as the dark virtual beings flew at her. Dani fired several ecto bolts which ghosts evaded by stretching out holes in thier pixilated bodies and the bolts flew through them. Ulrich jumped up and sliced one of the specters in half. Aelita fired an energy bolt after she led a specter to pipe and water fell on the specter.

The virtual beings surged with electricity a let out a screech similar to a scream as they faded.

"Were those . . ." asked Dani,

"Specters." finished Ulrich.

Aelita pulled out a PDA.

* * *

Amity Streets 

"I can't believe you got free tickets to the Dumpty Humpty concert, Sam." said Danny.

They were walking down the streets with Odd and Yumi.

"It was very easy actually." said Sam,

"Like how, these are front row seats." said Tucker.

Tucker's PDA started beeping. He turned it on and Dani and Aelita's face appeared.

"Hey guys, what's going on?" asked Tucker,

"Bad news." said Dani.

"What kind?" asked Danny,

"We're investigating a crime that fits Xana's M.O." said Ulrich.

It was with that sentence that made their eyes go wide.

"We need all of the blue prints on the Gasworks fast." said Aelita,

"You think Xana's back?" asked Yumi.

"Possibly but we won't know for sure until we infiltrate the Gasworks and see what his goons are up to." said Ulrich,

"I can get in a few minutes." said Tucker.

"Until then you guys should be careful. If Xana is making a comeback it's going to be big." said Danny,

"Got it." said Dani.

* * *

Amity Gasworks 

"According to Tucker the drainage system will make some areas inaccessible. There are three wheels needed to shut of the flow of water before we can infiltrate the Gasworks." said Aelita,

"I can always go intangible and phase through the walls." said Dani.

"There's a chance that the virtual specters and monsters can see through your invisibility since Xana received ghost fighting technology from Vlad. If he is behind this than you might get in trouble." said Ulrich,

"Besides we just found the first wheel." said Aelita.

She pointed to the wall on the far right of the room and there was a wheel on a metal cube connected to a pipe in the wall. Ulrich turned it and though they weren't there to see it a gate came down a closed off a large hole with water coming out and falling a narrow pit of water. They looked at the door and opened it.

The hall went down and led to a catwalk over a wooden deck right over the water. There were several specters and Kankrelats on the deck. Aelita and Dani took to the air while Ulrich ran carefully on the old catwalk. A specter flew at him and he sliced it easily.

He looked and saw another wheel for the water system and turned to close the water. There were now two massive gates on the drains while one was still pouring water. They jumped off the catwalk and landed at the end of the deck and looked at the corner which led down. They entered the next room where Dani looked to see several specters on the catwalk and looked at the way out of the room.

Ulrich jumped onto the catwalk and hid behind a barrel to see the third wheel. Dani flew up and caught the specters' attention. They flew up and lunged at her. She ducked and hit them with her ecto bolts.

Aelita landed at the final wheel and turned it. They looked to see the way out of the room and entered it. They turned and ran to the end of the hallway but Ulrich had to stop at near the edge completely because the next room was a massive room spiraling down with a massive drain with water pouring out. They were several platforms attached to the wall of the room which had a safe distance between it and the falling water.

Aelita grabbed Ulrich as she and Danny flew down and noticed a platform that was leading into another room. They looked to see three closed gates which were probably the drains they closed off with the wheels. They looked over the river which was far below them before looking what was one the other side of abyss. Ulrich jumped over as Dani and Aelita flew across.

Ulrich opened the door and looked down the hallway and noticed a staircase leading up. They followed the staircase and opened the door. They looked to see a wall and turned to see they were in a three floored room with a pillar in the middle with four pipes on each side of the pillar connected to pipes leading up out of the water at the bottom. They saw an opened door leading into a room with a giant open pipe leading into the wall.

What was going on inside was what caught their attention. A specter taking on the form of Odd's old Lyoko form was placing Kankrelats into the opened pipe. The sound of their pointed feet was heard inside the pipe. Ulrich pulled out the PDA.

"Danny, where are you guys?" asked Ulrich,

"We're just outside the Gasworks. You guys found what is going on?" asked Danny.

"Xana's men are loading Kankrelats into the abandoned gas pipes." said Ulrich,

"What? That's not good. Those pipes trace the entire city. What's he trying to burn down?" asked Tucker.

"We'll figure that out after we have destroyed the monsters." said Ulrich,

"How do you plan to stop them?" asked Sam.

"I can phase through the pipe and blast them." said Dani,

"Dani, the pipes spread through out the entire city. It would take a long time for you to find them all but I know how to stop them. We have to flood the pipes." said Aelita.

"How?" asked Ulrich,

"The fire sprinkler system. We'll join the pipes between it and the gas pipes. Tucker, what you do have on the plumbing?" asked Aelita.

"The gas pipes are colored yellow while the water pipes are colored blue. There should be a central pillar in the room you guys are in which you can use to connect them by pulling three switches on each floor. After that there are a set of three wheels which you need to turn to start the plumbing.

The green part of the wheels need to match the green of the machine." said Tucker.

They nodded and switched off the PDA. They looked inside the room and quickly ran in. Aelita blasted the remaining Kankrelats while Ulrich fought the clone. Dani noticed the switch and pulled.

The pipes at the bottom of the central pillar began to spin and the water pipes on the pillar connected to the yellow pipes. The clone fired a laser arrow at close range which caused Ulrich to duck as it sailed through his hair and hit the wall. He launched his foot out and kicked the clone in the face as Dani launched an ecto bolt which destroyed it. The ghost girl went intangible and flew onto the second floor as Aelita flew up with Ulrich.

"Duck!" said Ulrich.

He grabbed Aelita and pulled her down as a fan flew through the air and sliced a few strands of Aelita's pink hair. They looked to see a specter in the form of Yumi's old Lyoko form catch the first fan and prepare to throw both of them.

"Leave her to me." said Aelita.

Ulrich nodded and opened the door leading into the room with the switch. Aelita flew into the air and fired energy bolts. The clone back flipped and dodged the attacks and threw its fans. Aelita blocked the attack with two energy bolts in her hands and fired a third one which hit the clone in the chest and caused it to explode.

Dani flew up to the third floor and fired an ecto bolt as a clone in the form of Ulrich's old Lyoko form lunged at her and tried to swipe her. The clone blocked the bolt and used Super Sprint. Dani went intangible as the sword went through her and she jumped and gave the clone a hard kick which sent it falling into the water below. Aelita landed at the door and entered the room with the final switch.

Ulrich looked to see the three wheels but the part of the deck that led to them was cut off. He used his Super Sprint and jumped across it and landed in front of the wheels. Aelita pulled and finally the switch and the gas and water pipes were connected. Ulrich smirked and used his triplication.

With his clones help all three wheels matched green color in a matter of seconds. But nothing was happening. Danny however flew into the room and met them

"Hey, guys, sorry I'm late. What's going on?" asked Danny,

"Nothing and that's the problem." said Aelita.

Ulrich pulled out the PDA.

"Tucker, the pipes are connected but the water isn't pumping." said Ulrich,

"Hang on. It looks like someone closed of the main valve." said Tucker.

"Where?" asked Danny,

"The pressure station just across from you." said Tucker.

They looked to see the part of the deck that led to the room was cut off. Suddenly a Tarantula busted down the door and aimed its cannons.

"I knew this was too easy." said Ulrich,

"Listen you have open the valve now or else the pressure will build up in the Gasworks and anyone in there will drown." said Tucker.

Ulrich nodded and switched off the PDA as lasers started to rain down on him. Danny created a shield that blocked the lasers but suddenly the lasers hit him and sent him flying into the wall.

"That hurt! Wait, that hurt?" asked Danny.

Dani flew into the air and went intangible but the monster hit her on the shoulder. She screamed as she started to fall from the pain. Danny quickly flew after her and caught her. Aelita at the Tarantula and fired an energy bolt at its symbol which hit and caused the monster to explode. However as the fighting started the entire facility began to shake like an earthquake.

Ulrich jumped over to the room and noticed there was only a lever inside. He quickly pulled it and the shaking stopped and the sound of water pumping was now heard. He looked to see someone on the ground tied up.

"Guys, I need you to see this." said Ulrich.

They entered the room as Ulrich turned the person over for them to see. Danny's eyes widened.

"Damon Grey?" asked Danny.

The man that was Valerie's father looked to them with fear.

"Please don't hurt me! I didn't want to go this far!" said Damon,

"You. . . This is your show. You're the one trying to burn down the city." said Ulrich with a glare.

"No! Not the city! I didn't want to hurt anyone!" said Damon.

"It's a little late for that." said Danny, looking Dani.

"It was an insurance scam. I just wanted to burn down Axion Labs. After Walker destroyed my lab I tried to collect for the damage but I couldn't without revealing the names of my financial backers. I know about Lyoko and I know about you kids in that world thanks to an order from the government to track down Franz Hopper." said Damon,

"And you couldn't reveal their names because Xana was funding you so you decided to burn it all. You found about Lyoko, hacked into it and used Xana's resources to through us off the trail." said Aelita.

"It was all I left to do. But the specters stopped listening to me. I can't control them anymore. They tied me up, they wanted to burn down the whole city. I swear, I didn't want to hurt anyone." said Damon with a sad look.

Everyone's eyes fell to the ground.


	13. Huntress

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part two of Story Arc 

**A Demon's Grave **

* * *

_Sure he didn't know the gun was loaded. He was going to have plenty of time to think about this. By the time Danny and Danielle dragged they ran into some trouble._

* * *

Outside Amity Gasworks 

Danny had Damon's arm over his shoulder as he and Dani opened the door that led out to the streets. It was night and started to rain. Suddenly a light appeared as Jack Fenton along with Maddie and the Guys in White appeared.

"Hold it right there, ghost boy! You and your little sister are under arrest." said the first guy in white,

"Why do they keep calling me your little sister?" asked Dani.

"I don't know. Maybe because you look like a little me except your female. At least they are not calling you a clone." said Danny.

Ever since Amity Bridge Danny's friends and Jazz agreed not to call Danielle a clone since she and Danny found it degrading. Jack raised his gun.

"No one's catching the Phantom Siblings but me, Jack Fenton . . ." said Jack.

Suddenly an ecto blast fired out of nowhere and hit Jack in the chest which sent him flying right into the building across the street.

"Jack!" shouted Maddie,

"Targets have resisted arrest." said the first Guy in White,

"Affirmative, all troops get a light on them, stat." said the second one.

A light shined above and they looked to see a helicopter hovering above them. Before the Guys in White could fire Danny and Dani took to the sky and went intangible as the helicopter fired lasers. Danny's intercom went off.

"Danny, what's going on out there?" asked Sam,

"We're in trouble. We need you to get the Specter Speeder down here." said Danny.

Suddenly GIW agents appeared on the roof and started firing at them. Danny blocked while Dani fired several ecto bolts which knocked them out. It started to fully rain and lightning clashed across the sky. They flew through the sky with the helicopter pursuing them no matter how many buildings they flew through.

"Target locked." said the pilot.

The helicopter fired a barrage of lasers which hit Dani in the back and caused her to land on top of the closest building. Danny quickly grabbed her and put her arm over his neck as he went intangible and flew through the wall. He turned on the intercom.

"Sam, they got a helicopter on us and a whole lot of agents everywhere. We're pinned." said Danny.

He turned it off quickly before Sam could reply and flew through the wall and into the air as the helicopter fired another barrage of lasers at him. Dani quickly let go of him and started flying with him. They flew high and low through the city but the GIW kept following them. They avoided the lasers and soon enough they landed on a roof.

"Sam!" said Danny into the intercom.

"Almost there!" said Sam.

"I got you now Ghost Boy!" said a voice.

Danny quickly grabbed Dani and jumped as a laser fired and hit the roof. The helicopter and Valerie appeared.

"You are under arrest. Lay down your arms and surrender. You have five seconds to comply. 5! 4! 3! 2! 1!" said the pilot on the helicopter.

Valerie took the first offensive and fired her blast which Danny tried to block but ended up getting electrocuted in the process and falls to his knees.

"You're going to pay for trying to frame my dad!" said Valerie.

She was knocked aside by an ecto bolt which was fired by Dani.

"Back off, creep!" said Dani,

"So you do have a younger sister, Ghost boy. When I get rid of you both it will twice as good." said Valerie getting up.

"That is not going to happen! If you hurt her I will rip apart that suit molecule by molecule with _you _in it!" said Danny.

"Enough talk!" said Valerie.

She fired a volley which the two Phantoms dodged and fired back. She jumped onto her glider and released a number of orbs which turned into purple glowing blades which flew at them. Danny went intangible as one flew in close but it sliced his shoulder.

"Nice try but intangibility won't work!" said Valerie.

Dani flew up and blasted the blades and Valerie which sent her flying off her glider. Danny and Dani quickly flew away with the helicopter and Valerie after them. The ghost Huntress fired several volleys which missed and hit the buildings. They kept dodging the blasts but Dani was getting fed up.

"Danny, we need to stop running! No matter how hard we try she is still on our tail!" said Dani,

"No, she blames me for losing her status at school and she wants you gone for being related to me." said Danny.

"Get it through your head! She doesn't care what we do because in the end she will always see ghosts as evil. I'm not going to run from her and let her hunt us down!" said Dani.

She stopped flying with Danny and flew straight at Valerie.

"Dani, wait!" said Danny.

But he knew stubbornness because he was stubborn but Dani was even more stubborn then he is. Valerie launched several volleys which the young half ghost dodged and rammed into her knocking her off her glider. She fell onto the glass roof on the building below and landed on her feet. The suit she had was able enhance her natural strength and reflexes above that of ordinary human strength,

She looked to Dani land on top of her and she back flipped away from where she was as Dani landed.

"Perfect. Destroying you before your big brother will make me fell just as good." said Valerie,

"You should stop while you're ahead or will be in deep trouble." said Dani.

"The only one in trouble is you!" said Valerie.

She jumped at the young half ghost and launched a kick which Dani blocked but the Huntress grabbed her and threw her over her shoulders and launched a quick kick which sent Dani to the ground hard. Valerie fired several blasters which Dani dodged and fired back with ecto bolts but to her surprise the armor on Valerie's suit blocked it.

"You must be one weak ghost." taunted Valerie.

Dani growled and flew at Valerie. The Huntress smirked and fired but to her surprise Dani split into two as they avoided the blast and came at her. Dani and her duplicate quickly came upon Valerie and knocked her back with a pair of charged ecto balls. The Huntress flew back and hit the wall.

She got up and glared at Dani and her duplicate. For some time now Danny and Danielle were working on honing their powers like duplication, overshadowing, speed, and such new attacks like Danny's ice powers. They both learned how to do it but could only go half way before losing concentration. It had been much easier for Dani when she was stabilized on Amity Bridge.

Valerie got up and fired a fire storm of lasers which Dani and her duplicate dodged. They both fired ecto bolts which were blocked by Valerie's suit. Valerie threw a few flash bombs which exploded and blinded Dani. Valerie quickly fired a few volleys which destroyed Dani's duplicate and hit Dani in the shoulder.

The young half ghost screamed and clutched her shoulder.

"So long, Ghost kid!" said Valerie.

Suddenly Danny flew and rammed into Valerie's side sending her flying into the wall.

"Back off, Valerie!" said Danny,

"I forgot about you, but now I can get rid of you both!" said Valerie.

Danny quickly grabbed Dani and they flew through the wall and started to flee again with Valerie on her glider and the GIW helicopter pursuing them. The helicopter fired a missile which locked onto the two Phantoms and honed in on them.

"Danny!" said Dani, looking back at the missile.

Danny quickly fired an ecto blast which destroyed the missile. Dani quickly got out of Danny's grasp and started to glow red. Danny's power included ice powers but Dani's powers had fire powers. She held out her arms and released a stream of fire at the helicopter which took out its search lights.

Valerie increased the speed on her glider and aimed her blaster at Dani as she took out the copter's search lights. Suddenly a blue ray hit her wrist and froze her blasters. She looked to see Danny glowing blue and smiling in her direction. Suddenly the copter fired a laser which hit Danny in the chest and sent him flying onto the roof.

"Danny!" shouted Danielle as he hit the roof.

She landed in front of him as Valerie flew at him with her blasters.

"I don't care how much Danny may have liked you. I won't let you or those white dorks get him!" muttered Dani.

She took a deep breath and unleashed the Ghostly Wail. The attack made the two agents and Valerie's eyes go wide as loud shockwaves erupted from her in the form of high pitched screams. The attack hit them and Valerie was sent flying back and crashed through a window on the building behind her. The helicopter started to fall apart from the sound as the agents abandoned it.

Dani ceased her attack and fell to her knees. She looked up to see the copter start to fall on them and quickly grabbed Danny and tried to fly as the copter hit the roof and exploded. The blast made her let go of Danny.

"Danny!" shouted Danielle.

Danny opened his eyes to see himself falling to the street. He quickly started to try to fly but he was still recovering from the attack. The Specter Speeder flew through Amity Park as Sam with Tucker and Jazz kept a sharp eye out for both Danny and Danielle. Suddenly they saw Danny falling and quickly flew after him shouting his name.

Jazz opened the door as Sam flew in close and grabbed Danny as Danielle entered the vehicle by intangibility.

"Let's go." said Dani.

* * *

Sam's House 

Danny's injuries were now cleaned and bandaged as he and Ulrich just finished their tail of what happened at Amity Gasworks.

"So where does it lead us?" asked Yumi,

"A stolen blimp, the Gasworks, I'm framed for injuring my dad, Damon and Ecto Promethium are somehow caught up in all of this." said Danny.

"There has to be a connection." said Sam,

"There is, it's so obvious. Vlad Plasmious, he's been in on this the whole time." said Danielle.

Danny nodded and put on his shirt.

"Danny, where are you going?" asked Tucker,

"Mayor's Mansion." said Danny.

"What are you looking for?" asked Jazz,

"I don't know." said Danny.

"Wait hold on there hero boy. Every ghost hunter in the city is looking for you." said Odd,

"Every ghost hunter is looking for Danny Phantom. He's not going." said Danny.

"I'm coming too and so are you Odd. There are some clues we need as well." said Ulrich.

Odd nodded.

* * *

Next time: Mayor's Mansion

Spoiler

Ulrich opened the closet and noticed something inside. A pen knife with a child's name on it.

GORDON

" . . . If we don't find him soon, he's going to be the only person in Amity Park who is not." said Ulrich.

Who is 'him' and what did Ulrich mean when said only person who is not?

Find out next time.


	14. Mayor's House

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part three of Story Arc

**A Demon's Grave **

* * *

Mayor's Mansion

Danny Fenton walked up to the gate in front of the mansion as he stopped. Ulrich and Odd walked up to him and looked the mansion. Numerous spotlights could be seen keeping an eye out for intruders. Ulrich reached into his pocket and pulled out a chip and placed on the back of his hand.

In just a second he turned into his upgraded Lyoko Form and jumped over the fence and ran through the grounds with such speed there was only a yellow blur. He looked to see a cabin and ran up to the door. He opened the door and looked inside to see no one. He walked in and noticed something.

He walked over the wall and opened the metal box and noticed a set of wires. He pulled out one sword and sliced the green wire and jumped back. No explosion but he noticed the search lights were now off. He ran out of the cabin and headed back the gate where he opened for Danny and Odd.

"That was too easy." said Ulrich,

"I guess Vlad's expecting us." said Danny.

"Then I say we don't disappoint him." said Odd.

Odd pulled out a chip from his pocket and turned into his upgraded Lyoko Form. They walked up and noticed a giant iron door. Danny quickly phased through it and the door opened for Odd and Ulrich. They walked into a furnished hallway with a long red carpet on the floor.

They walked quietly through the hallway. Danny was in his human form so no ghost traps could be triggered and Odd and Ulrich had fast reflexes. The red carpet where noticed the hall led to a room with small statues and pictures of Amity Park back when it was being constructed. They notice another red carpet that led to a door and opened it.

They were in a room with the carpet leading in two directions. One led to a staircase while the other led to a door.

"We should split up." said Ulrich,

"You think that's a good idea?" asked Danny.

"Relax, we've done this whole sneaking into other people's houses before, right, Ulrich?" asked Odd.

"They were not as big as this one but we should. We'll meet up in five minutes." said Ulrich.

Ulrich and Danny took the staircase while Odd took the door. Ulrich and Danny opened the door at the top and noticed they entered a well furnished room with a piano and fire place. They walked down and noticed a door on the other side of the room. They were surprised to see Odd come out of another door on top of a second set of stairs on the room.

"You find anything?" asked Ulrich,

"Nothing. This place is empty as our class on Sundays." said Odd.

Danny walked over and opened the door at the bottom and entered it. Ulrich and Odd followed him and saw they were in a balcony and down below was large room with a table and some chairs in the center. They jumped down and noticed nothing on it but a door leading out.

"It's really hard to find anything in this place. There's no sign of any guards, any ghosts, or specters, or virtual monsters." said Ulrich,

"There really should a rear guard at least." said Odd.

Danny opened the door and they looked down to see a spiral of stairs but they could see a metal door with a metal box on the wall next to it. Odd jumped down to it and opened the box. A green micro chip was seen before Odd sliced it with his claws. He looked inside to see a safe and Ulrich and Danny followed him.

Danny had his go intangible and reached into the safe and pulled out something.

"Ulrich, look at this." said Danny.

Ulrich looked to see a familiar pen knife with a familiar name.

GORDON

Suddenly Ulrich's mind went back to Amity Bridge.

* * *

_flash back _

_Everything started to rewind. Ulrich's mind was rewinding the moment Xana fell from the bridge and into the darkness of Amity River. His mind closed into the one object in Xana's teeth. _

_GORDON! _

_

* * *

_

Fenton House

The gang along with Sam and Tucker sat in the living room as Jazz was reading a book. The door opened and revealed Danny, Odd, and Ulrich.

"Did you guys find anything?" asked Aelita,

"The only clue we know for sure is that Xana's not dead and if we don't find him soon, he's going to be the only person in Amity Park who is not." said Ulrich.


	15. A Shocking Development

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Filler Arc 

**A Shocking Development**

* * *

Danny Phantom sat at the top of one of the highest buildings in the city of Amity Park. It was some time after he broke into Vlad's mansion with Ulrich and Odd to search for clues leading to Vlad only to find prove that Xana was still alive. It was now starting to look like everything that happened after Xana's death was part of something bigger. Danny didn't notice his younger clone a.k.a cousin Danielle land on the roof behind him in her ghost form. 

"Something bothering you, cuz?" asked Dani,

"Hey, Dani. I am just thinking about all that's happened. I mean it now looks like we were set up from the beginning. Xana's death, the Ecto Promethium, Freakshow and Undergrowth, and the Gasworks. It's now abvious they were all just part of some big twisted plot and Xana was pulling the strings." said Danny.

"So, you dealt with more then enough bad ghosts to let something like this get to you. I mean the others are on the lookout so we should have no problem. Anyway the real reason I am here is to tell you about Technus and Skulker but since you're so busy . . ." said Dani, smiling mischievously.

"What about them?" asked Danny?

"Just that they broke out of the Ghost Zone a while back and they're back in the city. I found Skulker's hideout and wanted to bring you but since you're busy sulking . . . : said Dani.

"Show me." said Danny.

Dani smiled as he stood up.

"That's better. I just know kicking their tin plated ecto butts will make you feel better." said Dani,

"Somehow I think you're right." said Danny.

Dani took off into the air with Danny following her as they flew through the city.

"So how did you find about Skulker and Technus?" asked Danny,

"I have my sources plus you're not the only one with ghost sense." said Dani.

They flew through the city and Dani landed in a warehouse at the coast. Dani landed and waited for her cousin to land and then opened the door.

"What would Skulker be doing here?" asked Danny,

"I damaged his suit before he escaped and I decided to bring you along for back up." said Dani.

"You went up against Skulker by yourself?" asked Danny,

"Relax cuz, I can handle him." said Dani.

The door opened to reveal a massive room with fans on the ground blowing air upwards. Skulker stood on the railing as he looked down.

"Well if it isn't the whelp and the whelpette. I don't know how you managed to track me but you saved me the trouble of hunting you down for your pelts." said Skulker,

"Don't you ever get tired of saying that?" asked Dani.

"I'm tired of hearing it." said Danny,

"Silence, whelps!" said Skulker.

Skulker started to launch missiles which the two Phantoms dodged and started firing ecto bolts which the hunter dodged as well. Dani flew in close and launched an ecto bolt which turned into a net and trapped the hunter.

"What is this?" asked Skulker,

"Just the hunter becoming the hunted." said Dani.

Skulker growled and his back started glowing. Dani stepped back as the light grew it large ball and the room seemed to darken from the charged weapon. Danny quickly grabbed Dani and flew as it turned into a massive ecto shockwave which destroyed the net and Skulker laughed as he stood up.

"The hunter never allows himself to be captured by his prey, whelps." said Skulker.

Skulker aimed his arms at them and missiles started to fly. The Phantoms started to dodge as Skulker released lasers, missiles, and ghostly containers to capture them. Danny quickly flew and delivered a quick punch to the hunter which sent him flying. Skulker got up and launched an ecto grapple which wrapped around Danny and swung it around and had Danny the ground and the wall.

Dani quickly fired a blast at Skulker which exploded like a flash bomb and blinded the hunter. Danny took this distraction as an advantage and broke free. The Phantoms quickly fired several ecto bolts which hit Skulker hard and sent him flying back. The hunter looked up and glared at the Phantoms.

"This is not over, whelps." said Skulker.

He quickly released a firestorm of missiles at the Phantoms and quickly turned intangible to phase through the wall while the Phantoms dodged.

"So much for a big bad hunter. He just flew away like a frightened rabbit." said Dani,

"He'll be back." said Danny.

Dani nodded.

"I guess so. I need to run. I promised to help Jazz decorate for the following art convention. She's still trying to convince Aunt Maddie and Uncle Jack to not bring any ghost weapons to the school." said Dani,

"I know about that. You should see them argue on Christmas." said Danny.

"I can understand them arguing on Halloween because Uncle Jack can't stand when he has to hand out fudge instead of eating it but Christmas." said Dani,

"Well at least all ghost have a truce on that day." said Danny.

"That is a day I can look forward to." said Dani.

She flew through the roof laughing and Danny smiled. He took off and flew through the city. It was still night time in the city and the city was quiet for once. Danny landed on the roof and looked around. It was quiet for now.

* * *

Mall 

"I love this new shop. All the technology here is every techno geek's dream." said Tucker.

He was busy buying all the latest bits of technology there when something happened. A cackle was heard throughout the mall. A green face with white hair in a mullet and sunglasses covering his eyes appeared on the TV screens.

"I, Technus, shall use this new technology for my plans to take over the world! Oooh! New Ovens! I can have that for making my crab cakes!" said Technus.

With that Technus started to take control of every electronic shop in the mall. Robots that looked like aliens on vehicles appeared and started shooting lasers.

"These new Hollywood aliens work much better with my upgrade." said Technus.

Suddenly an ecto bolt was heard and several of Technus' robots blew up. Technus looked up to see Danny fly.

"I thought you were done shouting your plans." said Danny,

"Technus only rants that he will take over the world not how he will do it." said Technus.

Danny fired an ecto bolt which hit Technus in the chest and knocked him down. He then quickly pulled out the Fenton Thermos and sucked the ghost into it.

"He really needs to stop making long speeches." said Danny.

* * *

Fenton Works 

Danny landed in front of his house and changed into his human form. He looked to see the Lyoko gang come out with Jazz and they all wore grim expressions.

"What's going on?" asked Danny,

"Danny, Xana's stolen blimp has been spotted over at the Gasworks." said Jazz.

"It's already started." said Ulrich,

"What has?" asked Danny.

"Xana's death and everything that has happened since has been part of something bigger. Some kind of big twisted joke." said Ulrich,

"How? Why?" asked Jazz.

"That's what I plan to find out." said Danny.

* * *

Next time: Out of the Frying Pan and into the Inferno

"I'm not dead and Amity Park is."

"And the Ecto Promoethium?"

"That's the burning question isn't it. My monsters will show that Ecto Promethium and a little fire are two great deaths that kill great together."


	16. Return to the Gasworks: Xana's Plan

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Final Story Arc: 

**Out of the Frying Pan and into the Inferno**

* * *

Amity Gasworks 

Danny Phantom along with his super powered little cousin Dani Phantom and the Lyoko Gang emerged from the door that leads to the roof and saw the massive blimp floating above them. Sam and Tucker stayed back at the Fenton Works with Jazz to keep an eye open with the Gasworks blue prints. They turned to see a door with smoke rising out of it. Odd jumped forward and noticed a sizzling sound.

"Odd, get back!" shouted Ulrich.

Odd jumped as the door was blasted forward and flames spewed out of the interior. A dark chuckle was heard inside and a dark figure walked out.

"Xana." said Aelita.

Xana walked with the same cold look but a small smirk crossed his features. He was still using William's body as usual but he was in his Dark Lyoko Form. Nearly his entire form was shadowed because his back was facing the flames.

"Welcome to the grand finale. A great show is coming tonight Lyoko brats and Ghost kids." said Xana,

"Hilarious. What's the scheme here?" asked Yumi.

"I thought you would have figured it out by now. Here's the joke; I'm not dead and Amity Park is and the punch line is that it's all your fault." said Xana,

"What do you mean by that?" asked Odd.

"Its obvious." said Dani,

"The blimp, the Ecto Promethium, it was all you wasn't it, Xana?" asked Danny, glaring.

"That was me but even if I still have my powers in this world I needed help if I was going to murder a whole city." said Xana.

"Vlad." said Dani,

"Sure, Vlad had you wrapped with his little schemes to increase his popularity as mayor in this city but I needed more. That's were you came in." said Xana.

"The Gasworks." said Ulrich,

"Bravo, Ulrich. Those pipes have a big role in burning down Amity Park." said Xana.

"What? But Damon Grey loaded your monsters into those pipes. You could have used them to burn down the city." said Odd,

"No he couldn't because he knew we would have stopped them even if that he was whole plan." said Danny.

Xana clapped at Danny.

"Well put, Daniel. I needed something more elaborate then just loading gas pipes with my monsters. Can you figure what truly was going down that night?" asked Xana as if this was his own TV talk show.

"What about Freakshow and Undergrowth?" asked Dani,

"So easily manipulated. A brat who wishes he was as powerful as a ghost and an overgrown vegetable. It was the quietest way to produce as much Ecto Promethium as I needed and acquire ghost technology and data. Those two were nothing but a front." said Xana.

"And the Ecto Promethium itself?" asked Aelita,

"That's the burning question, Aelita. I can answer that with a small demonstration. My monsters will now show why Ecto Promethium and a little match are two great deaths that kill great together." said Xana.

With those words spoken Xana stepped back as two Blocks emerged from the interior and Xana stepped back and vanished into the flames. The gang all took fighting stances as the Blocks unleashed a stream of flames. Danny went intangible but to his surprise the flames hit and burned him. He screamed and fell to his knees with a burn on his suit.

"Danny!" said Dani,

"Those monsters are loaded with Ecto Promethium." said Aelita.

"Then we need to take them out the old fashion way." said Odd.

He unloaded a firestorm of Laser Arrows but a green energy shield appeared around the Blocks which stopped the attack. The Blocks lowered the shields and fired again. Ulrich quickly used his Triplicate and ran in. The Blocks unleashed another stream of Ecto Fire and engulfed the three warriors.

"Ulrich!" shouted Yumi.

He jumped out of the flames and aimed his sword for the Eye on the first Block but the monsters activated the Ecto Shield and blocked the attack. It quickly fired a laser which hit Ulrich but suddenly he vanished. This was not the real Ulrich but a clone. A sword flew out of the fire and flew straight into the Eye.

The Block exploded leaving one left. Ulrich quickly threw his last sword which the Block avoided with an Ecto Shield but Dani fired an Ecto Bolt which hit. As the Block exploded Danny got up and his ghost powers healed him. He pulled out a PDA and Jazz and Sam's face appeared.

"Sam we need to a way to close the water valve." said Danny,

"Sounds like you guys found Xana." said Sam.

"He's going to pump Ecto Promethium through the abandoned gas pipes under the city. With one little flame and Amity Park will burn to the ground." said Danny,

"There an emergency shut off switch. A set of three wheels just like in the basement. Only this time they need to turn to match red." said Sam.

"We better hurry because Xana and Vlad will start pumping the chemicals very soon." said Ulrich.

Ulrich ran through the door that Xana blasted opened and noticed a massive hole leading down to a hallway below. The others followed him as he jumped and the noticed the hall had pipes that was leaking flames from exploding Ecto Promethium. Danny and Danielle had to work to evade the flames because intangibility would not work on Ecto Promethium. Ulrich and Odd jumped into the air and avoided the flames while Aelita, Danny, and Danielle avoided the flames by flying.

Yumi easily followed them and they looked to see several strange looking ghosts. They were horrible looking monsters looking massive hulks.

"More of Vlad's experiments." said Danny.

The ghosts charged at them as Danny and Dani fired their Ecto bolts. Some were hit and instantly exploded into ectoplasm. One launched a punch which Dani dodged by back flipping and Danny easily fired an ice blast which froze the giant's feet and blasted him with an Ecto bolt. Soon enough all of the giant ghosts were down and they proceeded outside into another part of the roof.

They heard a clapping sound and saw Xana standing on top of roof above the door where they needed to go.

"Looks like you made this far without even getting a scratch. But you can't get through this without any hard work. From this point it's all flames and screams from here on out." said Xana,

"Especially for you brats." said a voice.

Vlad Master AKA Vlad Plasmius walked up to look down at the insignificant children before him.

"Allow me to introduce the monster that will destroy you!" said Vlad.

Suddenly a massive monster appeared. It had the body of a Tarantula but on its legs was the pincers of a Crab and the end of its body was made of hundreds of Creepers. The wings of a Hornet sprouted from its back and it roared as it faced it foes. The Phantoms fired Ecto bolts and the Lyoko Gang their own attacks but a green shield appeared and blocked the attack.

The Creepers on the tail of the beast lunged at them firing lasers. The fighters quickly took cover and Danny's PDA beeped showing Sam.

"Danny you have to stop the water flow now. There's nothing we can do once that gas gets out into the city." said Sam,

"The shut off valve is blocked by a psycho computer with a fruit loop and twice that in a giant monster." said Danny.

"If we can work your way around than you guys can get into the back." said Sam.

Danny looked and saw another door at the fence of the roof top leading somewhere.

"Guys, follow me!" shouted Danny.

They watched as he flew through the air, avoiding the monster's missiles and went intangible as he passed through the fence. Dani followed the same way while the Lyoko Warriors busted their way through. As they ran Vlad glared darkly at where they were going.

"They must be trying to get to the emergency shut off valve. If they get there then the plan is ruined." said Vlad.

Xana kept his face emotionless as he stared at his vanishing foes.

"Vlad, you should not panic so soon. If you remember I gave the latest ghost fighting equipment to my monsters and used it to upgrade my own power as well. This body easily adjusted to it in such a short amount of time. Even if they do reach the shut off valve we still have more then enough of Ecto Promethium in the blimp to destroy the city.

All that needs to be done is wait for the right moment and then . . ." said Xana.

He turned his back and looked across the city. Vlad stared at him.

"We finish what we started and destroy them." said Xana, glancing slightly over his shoulder.

Vlad smirked and watched over the monster as it roared.


	17. Destrction of Amity Park begins Part 1

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Part two of Final Story Arc: 

**Out of the Flames and into the Inferno**

* * *

Gasworks

The Lyoko Gang dodged several laser blasts as Tarantulas blocked the way leading to the shut off valve. Vlad also deployed a special ghost security system which stopped Danny and Danielle from going intangible and reaching the valve. Ulrich blocked the heavy barrage of lasers as Yumi, Odd, and Aelita fired back at the Tarantulas. Danny along with his little cousin quickly fired ecto bolts but soon enough more monsters arrived to fight.

Kankrelats positioned themselves in front of the Tarantulas and the first wave fired as the second wave charged their lasers. Danny quickly fired ice rays and froze the monsters and they quickly ran through the hall. Every corner another group of monsters appeared and fired. Danny and Dani worked together by creating an ecto shield which blocked the lasers and allowed Odd, Yumi, and Aelita to fire back at the monsters.

The monsters soon realized that their lasers were not enough and pulled back but not for long. A Megatank rolled into the hall. It stood between them and ladder leading up to the emergency shut off valve. It opened up its shell to reveal its glowing yellow eye already glaring at them.

"I got a bad feeling about this." said Ulrich,

"Why? It's just a Megatank." said Odd.

The monster fired it elliptical energy wave in retaliation for that insult and it collided with the ecto shield. Suddenly Danny and Danielle found themselves straining to keep the shield against the brute force of a single monster. The massive laser hit expanded and hit the ceiling causing several pieces of rubble to fall because of the struggle of power.

* * *

"You see, Vlad? Just as I predicted."

The teenaged young man who held one of the most dark and dangerous beings to exist yet watched through a hologram showing the struggle that took place in the complex. His dead black pulsed with the red eye logo of the evil within as he enjoyed the scene from the quiet friendly atmosphere of the peaceful city that stabbed at the being's dark heart if the being actually had one. The figure beside him smirked at the growing struggle. His mouth opened to reveal sharp pointed teeth that released a hypnotizing glow into the night.

His red eyes glowed with gleam at the struggle as he crossed his arms. His face was pale but was drawn into the look of superiority with a small thin beard. His hair was black with pale white high lights and curved into a V formation. He wore a whitish purple tux with black belt at the waist and whitish purple pants. His hands were covered in black gloves with the same pale light as his hair and black boots and a cape over him that was purple with a red interior.

The man's entire presence was akin to that of a vampire.

"While they relaxed not aware of the true nature of our plan it was easy to evolve my monster beyond their former levels thanks to your ghost technology. Now we have the advantage in power and in numbers." explained Xana in a calm and cool voice.

"It will be even better to retrieve my prodigal daughter when they fall. She may have been stabilized but she managed to last longer than all the other clones but the question is how she survived and why did she not melt?" asked Vlad Plasmius.

Xana cast a small glance at Vlad.

"You still want to know why she survived. She is obsolete like you said so it would be better to destroy her now before she becomes an even bigger annoyance." said Xana.

Vlad waved off Xana's comment.

"She will be once I have melted her down and studied her remains for a better clone. It is quiet simple, Xana. Amity Park is destroyed and the blame is directed at Daniel while I as the good natured mayor rebuild it and declare an all out war on Danny Phantom. And you will have achieved all the technology you need." said Vlad,

"Which is almost useless to me now since my goal is near." said Xana.

Vlad now looked at Xana questionably.

"When this is over it will much easier to take control of this world. The humans will need someone to lead out of the ghost menace that plagues them. They will no doubt look to you for protection, Vlad, since you have the GIW on your payroll. I assume you plan to increase your rule." said Xana.

Vlad's smile grew.

"This world is constantly full of both signs of evil and yet is full peace. It is basically a normal moving world with normal people but I believe that they need someone powerful to lead them out of the darkness of their paranoid fears and into the light they need to embrace before they realize that only those who are truly powerful are destined to rule them." said Vlad.

Xana closed his eyes and took a deep breath. Vlad threw a disdainful glare knowing that his speech did not inspire but more or less annoy the demonic AI. He noticed Xana narrow his eyes in disappointment and then sigh. He despised the way Xana ran things especially since he had to obey the AI's orders when Xana was a lesser being then himself.

However he recognized the great power residing within the virtual demon and he had all the plans drawn up.

"Don't assume victory when your enemy is still alive." warned Xana in a dark tone.

Vlad's glare disappeared he threw his head back and his body was shaken with amused laughter.

"Your concern is hardly necessary since Daniel will never reach it." said Vlad.

* * *

The Megatank unleashed another energy wave as it was intent on demolishing the ecto shield and the fighters it protected. Odd stepped up behind Danny and held his arm out.

"Danny, I need the shield open for a second." said Odd,

"Are you nuts? There's no way your arrow will the hit the eye in time." said Danny.

Odd smiled in a mischievous way.

"Who said I was targeting the Megatank?" asked Odd.

Danny looked at Odd and sighed as he dropped the shield for a second and Odd took the chance and jumped out. The Megatank shifted its gaze as Odd jumped from wall to wall in the narrow hallway they were in. Its eye glowed yellow as it attempted to target the feline warrior but Odd held out his arm.

"Laser Arrow!" shouted Odd.

However the arrow did not head for the eye. Instead it hit the ceiling and the debris fell over the Megatank. It quickly fired to eliminate the debris that was obscuring its vision when a yellow light flashed.

"Laser Claw!" shouted Odd.

His claws dug into the eye of the monster and leapt back as the creature exploded. Danny and Danielle dropped the shield as they and the Lyoko Warriors ran up to Odd.

"I told I got it." said Odd,

"Yeah we get it, hero." said Ulrich, deadpanned.

They climbed up the ladder and noticed several control consoles and a set of three wheels on the wall just like in the basement. Ulrich quickly grabbed as did Odd and Danny and they turned the wheels until their red parts matched the red on the wall. They noticed the pipes on the wall reconnect to the ones they were before which closed the water valve.

"This is perfect. With the flow of gas stopped the only shipment of gas left are the ones Xana and Vlad stored on the blimp." said Aelita.

* * *

"They stopped the flow!"

Vlad growled and struggled to hold back the rage that threatened to erupt. Xana threw an icy glance up to the blimp and then looked down to see the Lyoko Warriors and the Phantoms come out. Xana closed his eyes and looked away deeply annoyed. The two villains stared malevolently at the group.

Vlad's lip quivered in rage while Xana stared down at the group with his lips curled slightly in a sneer.

"Vlad, take out these insects. I will take care of Amity Park myself. Super Shadow!" said Xana.

With that William's body faded into the black gas substance of Xana's specter and flew into the blimp.

"Xana's getting away!" said Odd,

"If we don't hurry then he will finish off Amity Park." said Ulrich.

"Sorry me dear boy but you won't be going after him." said Vlad.

He floated into the air with his arms crossed as he looked down. Danny and Dani Phantom quickly took a defense stance as Vlad uncrossed his arms. With a snap of his fingers the giant monster Xana created to stop them before appeared.

"Crush the Lyoko Children!" shouted Vlad.

With the monster unleashed tentacle Creepers at them firing lasers. Yumi quickly jumped into the air and threw her fans and sliced through the Creepers. Ulrich ran at full speed and used his triplicate to attack. Odd and Aelita fired their weapons but the monster was too big to be destroyed by such simple attacks.

Danny and Dani quickly flew to attack but Vlad pointed his hand at the Phantoms. The hand glowed pink and shot a pink beam out towards Danny. Dani noticed it and reacted by shoving Danny out of the way and taking the hit.

"Danielle!"

The girl's body glowed pink and was frozen in the same position she was in when she took Vlad's attack. She felt like Vlad was holding her by the neck.

"Let her go!" shouted Danny.

Danny quickly fired an ice beam at Vlad and the vampire ghost dodged which sent Danielle flying across the roof, releasing her from Vlad's hold.

"Compassion is always a hero's weakness, Daniel." said Vlad, mockingly.

Danny growled and flew at Plasmius who held his hand to fire another pink ecto blast. However Danny did something he did not expect. He duplicated himself and fired several ice beams. Vlad dodged them but he gasped seeing his hand was frozen.

That distraction was all Danny needed.

POW!

Vlad was sent flying back by the punch to the chin. He looked to see Danny and his copies fly at him and smirked. As Danny and his copies fired their ecto bolts Vlad reacted by spinning like a tornado which caused huge wind gusts and deflected Danny's attacks. Plasmius then duplicated himself like Danny and fired a barrage of ecto bolts.

Danny and his duplicates quickly created an ecto shield to block the attacks but then Vlad released lasers from his eyes that melted through the shield like ice and hit Danny on the shoulder. He gasped and covered the wound as the shield dropped and Vlad flew at him. Seemingly out of nowhere a fireball hit Vlad's side. He staggered and lost his chance to attack Danny grabbed his wrist and punched him in the face.

He looked to see Danielle standing up with an angry look on her face. Vlad stared with surprise for a moment and then laughed.

"Is this the best you can do?"

"Not on you life, fruit loop." said Danielle.

"Well, then let's see you try again." said Vlad.

His hand glowed with ectoplasmic energy and shaped it into a sword. Danny and Dani did the same thing with their powers and charged. Vlad tried to swipe them but Danny ducked underneath and Dani tried to counter attack. Vlad held out his other hand and fired an ecto bolt which sent Dani flying back.

Danny quickly punched Vlad in the face and sent him to the ground. Vlad stood up and rubbed his face.

"Not bad but it will take more then that to defeat me!"

Vlad flew at Danny and pulled the boy's stomach into his knee and sent him flying back. Vlad was about to bring his sword down but Dani appeared and blocked the attack before kicking him in the stomach. Vlad flew back up and fired an ecto bolt but Danny blocked and Dani fired right back at him. Vlad blocked it but they both flew at him and knocked him down with two hard kicks.

"Now I am annoyed!" shouted Vlad,

"Go see a shrink." said Dani.

"I hear they offer dating services." said Danny.

Vlad growled and flew up into the air. He held his hand above his head and a pink ball of ectoplasmic energy appeared and started to grow.

"This is my most powerful attack and not even you two can stop it."

Danny and Dani stood their grounds.

"Ready, cuz?" asked Dani,

"You got it, cuz." said Danny, smiling.

They both rolled their heads back and took deep breaths. Vlad cackled and unleashed his attack when it was the size of the Fenton's Op Centre. However Danny and Dani opened their mouths and unleashed a wave of shockwaves that sounded like a wail. Vlad's attack collided with the double powered Ghostly Wail and suddenly flew back towards Vlad.

The billionaire ghost gasped and his eyes went wide before the ectoplasmic powered ball and the double powered Ghostly Wail hit him head on. The force of the attack sent him flying high into the sky he vanished. Danny and Dani ceased their attacks and fell to their knees. Vlad seemed to vanish into the sky.

High above the clouds in the blimp Xana looked to see the clouds open up as pink ecto ball flew up with a figure in it. His eyes slightly widened when he saw it was Vlad being thrown up sky. Xana shook his head. It did not matter now.

The blimp was on a crash course towards City Hall. When it crashes the gas inside would explode and Amity Park's destruction would light up the skies.


	18. Part 2: Xana's True Form

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Chapter 18 

Ulrich, Odd, Yumi, and Aelita slipped aboard the blimp easily thanks to Aelita's powers. While Danny and Dani fought Vlad Plasmius they snuck aboard the blimp to stop Xana before he would finish off Amity Park.

"Welcome, aboard." said a voice.

It was William's voice mixed with Xana's demonic voice. They looked to see him standing above them with an emotionless smirk on his features. He held his giant cleaver over his shoulder as he looked down.

"You're too late, fools. The autopilot's already set for City Hall. When it crashes into the City Hall it will set off the rest the Ecto-Promethium and destroy the entire city." said Xana,

"Not before we stop you, Xana." said Yumi.

"A likely threat, Yumi, but words mean nothing without the means to back it up." said Xana,

"Then here's the back up." said Ulrich.

He jumped up to the floor of the control room and thrust his blades forward which Xana simply blocked with the simple block. Ulrich lunged forward and slashed at him but Xana simply dodged the attack and kicked Ulrich back down. Odd jumped up and tried to punch him but Xana simply dodged it and grabbed Odd and tossed him over his shoulder. Ulrich and Odd kicked back up and sent Xana flying into the wall.

Xana got back up as he and Ulrich charged at each other. They clashed their blades together which electricity sparked from it and a sonic boom was let out from the collision force. Ulrich gave a thrust with one sword which Xana ducked under and impaled Ulrich's stomach and gave an upper cut as well. The impact sent Ulrich flying back into the wall.

Yumi pulled out her two fans and charged straight at the enemy. Xana brought his cleaver down but Yumi blocked it with her two fans. Yumi swung her right fan but Xana grabbed her wrist and attempted to slice her at close range and Aelita flew in pulled Yumi out at the last second. Xana held his blade out in front himself as Odd released a barrage of laser arrows.

"This is suddenly getting boring now. It's time to end this. Super Smoke!" shouted Xana.

His body vanished into a small cloud that flew so fast it was only matched by Ulrich's Super Sprint. He reappeared and kicked Ulrich in the stomach and grabbed the samurai's foot as he sent it out. He tossed Ulrich across the room and grabbed the boy again. He jumped into the air holding the samurai and pressed his body against the boy as they both crashed into the metallic floor with such force it left a large dent.

Xana used his Super Smoke to reappear behind his enemies and fired electrical disks which knocked them back. He ran forward and rapidly slashed his enemies. Odd, Yumi, and Aelita were getting brutally beat by the onslaught of their enemy. Xana heard a sound from behind him and swung his blade which collided with Ulrich's swords.

Ulrich gave a hard thrust with one sword at Xana who spun out of the way and tried to swipe at the samurai's back. Yumi threw her fans which collided with the sword and knocked it back. Aelita fired an energy blast at Xana who easily dodged the attack and quickly spun behind the pink haired girl and slashed her down. Ulrich jumped and clashed with Xana again.

Xana swiped at Ulrich who jumped over the attack and tried to swipe Xana but the demonic AI knocked it back easily with his sword. Ulrich brought his swords down and clashed with Xana again. Eventually Ulrich hit the wall and Xana gave a thrust but Ulrich spun out of the way and kicked him aside. Xana got back up and with incredible speed sent his arm out and punched Ulrich across the room.

"Need some help?" asked a voice.

Danny and Dani appeared out of nowhere and Xana backed up. He was now outnumbered seven to one. He should thank that fool Vlad Plasmius for underestimating the Phantoms.

"It's over, Xana." said Danny,

"We have you heavily outnumbered. Just stop the blimp now." said Aelita.

"You actually believe that the numbers on your side gives you the advantage? You disappoint me." said Xana.

With that said a group of monsters that consisted of every monster Xana created appeared.

"I also modified them to fight ghosts. Attack!" shouted Xana.

A shower of lasers flew straight at the heroes. They all used their own kind of defense to block the attacks and fired back while Ulrich and Danny flew at Xana. The demonic AI flew at them with his sword and swung. They quickly ducked under the attack and Ulrich swung his swords but Xana blocked with his blade and the samurai's arm and tossed him into the wall.

Danny fired an ecto blast but Xana blocked with a shield and sent the attack flying back. The attack hit Danny in the chest and knocked him down. Odd fired his arrows while Dani created an ecto shield and blocked the lasers while Yumi and Aelita fired their own barrage. Xana turned to see Ulrich charging at him and raised his blade and blocked both of Ulrich's swords with one move.

He raised his foot and kicked the samurai in the chest and jumped as Danny came forward with his own punch.

"I don't get it. William always fought with nothing but brute strength even after he was possessed by Xana. He should not be this good." said Ulrich,

"Unless William's body is becoming more adjusted to my presence." said Xana.

"What?" asked Yumi,

"When I captured William after Lyoko's destruction he tried to fight but I told him that you abandoned him. You presumed he was dead and lost in the digital sea forever. Yumi, you think William that well? Did he not tell you that the real reason he was expelled from his last school was because he was caught breaking into lockers? His gentle personality was only a front for a darker side of him deep down.

It would not surprise me if Ulrich already saw through him. He chose to become my host and since then his mind has been integrating with my own mind. We have been getting stronger now and now that I have a body and a general to lead my army it is over for you." said Xana.

"That's a lie! William would never do it willingly! You tricked him!" shouted Yumi,

"Tell me, Yumi, why you were so hesitant on bring William as a part of your group. You suspected it didn't you?" asked Xana.

"That has nothing to do with this." said Yumi, glaring hatefully.

"Then I shall prove it." said Xana.

With that said the entire room was engulfed in data streams and the warriors saw a black cloud come out of William but William's figure did not change back to his original self. Yumi gasped in shock. William willingly sided with Xana! That can't be!

William smiled as the black cloud morphed in Yumi's father.

"Didn't I always tell you to stay away from that boy, Yumi? You're a disgrace to this family." said the man.

Yumi ran forward and knocked the man down with her hands wrapping around his throat.

"Is that all you got, Xana? Impersonating others?" asked Yumi, glaring hatefully down at the virus.

"No. I can do a lot more." said the shadow.

It instantly morphed Ulrich and pulled his swords to slice her. Ulrich leapt in blocked the attacks and William swung his buster sword. Danny blocked the attack and the battle was one. William attack both Danny and Danielle while the others took on Xana.

However the villains were not so easily defeated. William used his Super Smoke and enhanced eye ability to dodge and predict the Phantoms' attacks and fight back easily. Danny and Dani fired ecto bolts everywhere but William used Super Smoke to evade them and appeared behind Danny to slice him. Dani instantly blocked with an ecto shield of her own and Danny launched his fist forward which William blocked with his own attack.

Xana was morphing from human to monster in his battle against the Lyoko Warriors. When they attack at close range he morphed into Ulrich and tried to slice them and when they attacked at long range he instantly turned into a Megatank and fired an elliptical laser at them. Danny and Dani fired two ecto bolts the size of a large beach ball at William but Xana appeared around him and morphed into a Guardian. He took the hits but there was no effect on him.

Xana then morphed into a Tarantula and fired a fire storm of lasers at them. Aelita flew and rammed her body into Xana knocking him away on the glowing blue floor and Ulrich landed on him and punched him rapidly. This time Xana morphed into Ulrich's mother.

"Please don't hurt me Ulrich!" begged the woman,

"Don't mess with me!" shouted Ulrich.

He punched her and the shadow morphed into Jeremy.

"Help me! Ulrich is going to kill me!" said the imposter.

Ulrich punched him hard again and once again Xana morphed. This time he changed into Jim.

"Stern, is this anyway to behave?" demanded the phony gym teacher.

Another punch caused the shadow to morph into Ulrich's father.

"That's enough of this. I won't have any member of my family became a petty barbarian!" shouted the man.

Ulrich stopped and smirked.

"I don't this you could have picked a better face for me to hit!" said Ulrich, punching him again.

The punching continued and everyone stopped to look.

"Show us what you really look like! Instead of hiding underneath other people's faces like a coward!" shouted Ulrich, punching him again.

This time Xana morphed into William and smiled sinisterly.

"Do you really want to see it?" asked the Demonic AI,

"Quite holding out!" shouted Ulrich.

"You asked for it!"

Ulrich stopped and looked down at the new face and everyone looked on in horror, except William. Ulrich trembled at the new face. A young voice shook him awake.

"What's wrong? I thought you wanted to see it."

The voice hid nothing behind it. It was nothing but an innocent question. The voice was soft and gentle. Aelita looked at the face of Xana's true form and trembled.

"You're . . . His son . . ." stuttered Aelita.

The face smiled back at her but it showed none of the malicious aura that Xana always carried no matter what form he took.

"It can't be. He's just a computer program." said Yumi, looking with shock and horror.

It couldn't be.

"I was shocked too when I learned the truth of why Xana hated Aelita's old man so much. It seems to me that Franz Hopper was the real bad guy from the beginning and how Xana actually became who he was." said William,

"Of course when he abandoned me for the his new little girl I did not like getting replaced. The funny part was that the only time I ever enjoyed being a member of his family much less human was the day he let me die." said Xana.

With that said an energy bladed sprouted from his palms and Ulrich jumped as it the edge of sliced and left a cut across his armor. Xana's true form got up on both of his legs and stared at the heroes.

"Don't tell you are already trembling from this revalation. Franz Hopper always did keep a few secrets from everyone, including his family." said Xana.

His true form was a male version of Aelite except his hair was black with red streaks going all through it. His eyes were green with a tint of red in them and he had the same triangular markings under his eyes just like Aelita did in her first Lyoko form. He was dressed in all black with his symbol on his hand.

"So are you going to say hello to your big brother, Aelita?" asked Xana.


	19. Part 3: It's Over

Disclaimer: I don't own Code: Lyoko or Danny Phantom.

**Code: Going Ghost**

* * *

Chapter 19 

Aelita looked on with her eyes wide in horror and her mouth completely opened as she trembled at the true form of her nemesis. For as long she could remember Xana had been nothing but a heartless monster out to destroy her friends, her family, and the rest of the world. She remembered as far back when Xana attacked her and her father when they came to Lyoko and Franz told her how Xana had become a threat to mankind. How the computer had reactivated and her friends had fought long and hard against Xana.

How Xana had bound her to the computer and caused nothing but grief to them especially Jeremy when he had to accept Aelita was staying on Lyoko. How Xana stole her memories and used to escape into the net and create a series of replicas of Lyoko so he could take over the world. After all that it was impossible that Xana was once her brother.

"I refuse to believe it! You're just lying to me again! You always lie!" shouted Aelita.

Xana smiled at her as amusement appeared in his eyes. He saw this coming.

"I don't suppose Jeremy completely finished reading our father's diary. Or should I say in this case your father, Aelita. Franz Hopper hasn't been my father in over seventeen years. The day he locked me in Carthage and my body was left in a virtual limbo while my mind was on Lyoko.

It takes more then simple programming to make a supercomputer become sentient. I remember how Franz Hopper worked day and night to recover my body and put me back together. Even if he didn't know I watched him Lyoko and worked on making the virtual world a better place from the inside. However he slowly began to lose hope and stopped when his little girl was born.

I was looking forward to having a little sister but Franz Hopper gave up on me and looked to you as a second chance. That is why no matter what he would always protect you. Listen little girl and listen well, Franz Hopper kept a lot of secrets from his family like how he constructed Lyoko by combing military equipment and combining with a kid's video game." said Xana,

"This can't be right. In Franz's logs it said you were a computer program meant to destroy Carthage." said Ulrich.

"Of course he said that. I integrated my mind with that program so I could control over Lyoko. The power that came with it was absolutely glorious but of course I wanted more than just control of Lyoko I wanted out." said Xana,

"Then why do all of this? Why not just tell us and then we could have brought you and your body back?" asked Yumi.

"Of course you would have but to tell you the truth I don't really care anymore. Just seeing you along the madman Franz Hopper suffer makes it all worth while." said Xana.

Aelita had enough and activated her angel wings and flew straight at Xana. He only held out his hand and completely stopped Aelita as rammed into it. Aelita tried to push forward but Xana easily held her back with one arm.

"Hey, hey, you're not the violent one of the group, princess. So try not to over do it." said Xana.

Without even trying he shoved her to the ground.

"I hate you!" shouted Aelita.

Xana's foot came down on her and kept her still. The others tried to jump on but William stepped out in front.

"Do you have any idea how many people Franz Hopper ruined to create Lyoko? Of all the peoples' lives he messed the one true person who meant the world to him died from grief." said Xana.

Aelita gasped.

"But don't fret, his little girl reminds him everyday of what he could have had and what he lost. Oh, I bet you didn't even realize how his wife reacted when she found his own husband trapped their first born son into a computer and gave up on trying to bring him back." said Xana moving his face down and the red tint in his green eyes grow brighter.

"It was because of that grief that she didn't see a car coming on the road until it was a second late. In a cruel world like this it only takes a second to lose everything. Like the pain and suffering you and your friends endure from fighting and trying to balance it with a life of an everyday child. I suppose for the sake of the boy I once was I should spare you but I have been full of hatred and loathing for anybody harboring the blood of that creep Franz so it seems you're out of luck." said Xana,

"Not yet." said Ulrich.

He charged straight at Xana and his opponent stepped back and ducked under the first swing and sent his fist into Ulrich's stomach and leapt with a foot into the samurai's cheek. The impact sent Ulrich flying but he rolled off his back and jumped up.

"You're going to pay for that!" said Ulrich.

Xana ducked underneath his swing again and moved behind Ulrich with blinding speed.

"Keep trying, Ulrich. I'm much stronger than you." said Xana.

He back flipped when Ulrich swung again and leapt into the air with stunning aerial acrobatics. He landed on the ground and smirked at the glaring Lyoko Warriors.

"I don't care what you say, Xana, I will never believe what you have to say!" said Aelita,

"Who cares? Anyway don't speak like that until you have talked to the old man yourself you and he are after all due for a family reunion." said Xana.

He looked at William and chuckled.

"We're going. I've had enough playing around. I am becoming homesick now." said Xana.

William nodded and the data streams vanished and left only the interior of the blimp. Xana walked up to the terminal and a portal opened. He gave one last smirk at the Lyoko Gang and vanished into the portal with William walking after him.

Aelita forgot about them as she quickly overridden the auto pilot system and changed course.

* * *

Fenton Works

"For now it looks like all evidence of Xana has returned to the cyber net. Jeremy has been contacting Franz Hopper but it was really brief since Hopper can't have Xana coming after him yet." said Yumi,

"How do you guys know it's not another one of Xana's tricks? For all we know he made the whole thing up." said Danny.

"I'm starting to think that Xana might have been telling the truth but Aelita will completely deny it. The only to know for sure is to talk to Franz Hopper himself." said Ulrich,

"That's going to be tough. Xana's on the constant look out for Franz." said Odd.

"For now let's not talk about that. Let's just enjoy the peace and quiet and forget about Xana and Vlad Plasmius." said Ulrich,

"I'm down with that." said Danielle.

"Me too." said Danny,

"At least Vlad and Xana will be taking their own breaks." said Sam.

* * *

Vlad walked through the lab with several bruises on his face. That fight Daniel and Danielle will left him injured especially from their combined Ghostly Wails and Xana had disappeared completely. He sighed and sat down. No matter how much pain he feels nothing was compared to losing Maddie to that oaf Jack Fenton.

No matter what happens he doesn't care anymore. Danny Phantom would pay and he would be the one to make sure of it when he humiliates the ghost boy and takes over the world with or without Xana's help. He looked the midnight sky and smiled evilly. Daniel and Danielle better get some rest for it would be their last.

* * *

Xana smirked as he sat in his chair. The room he was in resembled Carthage with him sitting on a throne in a great hall. He looked down at William and several other figures.

These were his new warriors. Humans that had come to work for him after he observed the hardships. One wore a black lab coat with his symbol on it with a high collar and black gloves and black boots.

Another wore muddy jeans with a black leather belt around his waist and spikes on the knees. The jeans were black and he wore black and red shoulder pads but no top and wore a black and red helmet. Xana's symbol was imprinted the chest of the warrior.

The last one was a female with a sleeveless black tank top with Xana's logo on it and black jacket. The sleeveless top was cut from the bottom so her abdomen was revealed and she wore black skirt with black leather boot going up to her knees.

These were Xana's new warriors and they agreed to fight for him. They were given their own strength and abilities and they were just fine with what he was planning. Xana allowed a smirk to come across his features at the thought of future confrontations with the Lyoko kids and the Ghost children.

Very interesting.


End file.
